NEUBERGER BERMAN EQUITY FUNDS
N-30D, 2000-04-28
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                                                 NEUBERGER BERMAN


         Neuberger Berman
         Equity Funds -Registered Trademark-
         ----------------------------------------------------------
         CENTURY FUND
         FOCUS FUND
         GENESIS FUND                      SEMI-ANNUAL REPORT
         GUARDIAN FUND                     FEBRUARY 29, 2000
         INTERNATIONAL FUND
         MANHATTAN FUND
         MILLENNIUM FUND
         PARTNERS FUND
         REGENCY FUND
         SOCIALLY RESPONSIVE FUND

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TABLE OF CONTENTS

<TABLE>
<CAPTION>

<S>                         <C>
    THE FUNDS

    CHAIRMAN'S LETTER        A-4

    PORTFOLIO COMMENTARY
Century Fund                 A-5
Focus Fund                   A-8
Genesis Fund                A-11
Guardian Fund               A-13
International Fund          A-15
Manhattan Fund              A-17
Millennium Fund             A-19
Partners Fund               A-22
Regency Fund                A-24
Socially Responsive Fund    A-26

    PERFORMANCE HIGHLIGHTS   B-1

    FINANCIAL STATEMENTS     B-4

    FINANCIAL HIGHLIGHTS
      PER SHARE DATA
Century Fund                B-18
Focus Fund                  B-19
Genesis Fund                B-20
Guardian Fund               B-21
International Fund          B-22
Manhattan Fund              B-23
Millennium Fund             B-24
Partners Fund               B-25
Regency Fund                B-26
Socially Responsive Fund    B-27

    THE PORTFOLIOS

    SCHEDULE OF INVESTMENTS
      TOP TEN EQUITY
      HOLDINGS
Century Portfolio            C-1
Focus Portfolio              C-3
Genesis Portfolio            C-5
Guardian Portfolio           C-9
International Portfolio     C-12
Manhattan Portfolio         C-17
Millennium Portfolio        C-20
Partners Portfolio          C-23
Regency Portfolio           C-26
Socially Responsive
 Portfolio                  C-29

    FINANCIAL STATEMENTS    C-32

    FINANCIAL HIGHLIGHTS
Century Portfolio           C-50
Focus Portfolio             C-51
Genesis Portfolio           C-52
Guardian Portfolio          C-53
International Portfolio     C-54
Manhattan Portfolio         C-55
Millennium Portfolio        C-56
Partners Portfolio          C-57
Regency Portfolio           C-58
Socially Responsive
 Portfolio                  C-59

    DIRECTORY                D-1

    OFFICERS AND TRUSTEES    D-2
</TABLE>

The "Neuberger Berman" name and logo are service marks of Neuberger Berman, LLC.
"Neuberger Berman Management Inc." and the individual fund names in this report
are either service marks or registered trademarks of Neuberger Berman Management
Inc. -C-2000

                                      A-3
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CHAIRMAN'S LETTER                                                 April 20, 2000

Dear Fellow Shareholder,
   This is my first opportunity to address shareholders as Chairman of Neuberger
Berman Equity Funds. Let me begin by thanking you for your loyalty and
appreciation of our firm's investment skills. The Neuberger Berman Funds are
committed to excellence. We understand that in the highly competitive mutual
fund industry, only those companies that serve shareholders well will prosper.
   This is also the first time many of you will be introduced to Neuberger
Berman Century Fund, our latest growth stock fund offering. Managed by Brooke
Cobb, who is also Portfolio Co-Manager of the Manhattan Fund, Century is off to
a strong start. We believe that the investment discipline that has guided
Manhattan Fund to such an impressive performance record in the mid-cap growth
arena will be equally effective in the large-cap growth stock market in which
Century Fund is investing.
   As you review the performance of all our domestic equity funds during this
reporting period, one thing stands out. The growth stock funds (Century,
Millennium and Manhattan) have performed appreciably better than our value funds
(Focus, Genesis, Guardian, Partners, Regency, and Socially Responsive). The
reason is simple. Growth stocks have materially outperformed value stocks across
the market capitalization spectrum during this reporting period. This does not
mean they will continue to do so indefinitely. The relative performance of
growth and value stocks has been cyclical. Throughout stock market history, they
have taken turns in the lead. It is important to realize that over the long
term, the performance of growth stocks and value stocks is almost identical.
That said, you can be sure that we strive to achieve the best possible
performance in our value funds as well as our growth funds, sticking to our
investment disciplines. We believe prudent long-term investors should maintain
portfolios with a sensible balance of funds in both categories.
   In reading the fund reports, you will also note that our growth and value
fund managers have very different perspectives on today's market. This is to be
expected from portfolio managers who are passionate advocates of their
respective investment disciplines. Beauty is in the eye of the beholder,
especially in the stock market.
   In closing, I look forward to serving you as Chairman of Neuberger Berman
Equity Funds. I welcome comments from shareholders on issues concerning the
funds. So, if you have something on your mind, please feel free to write me.

Sincerely,

[PETER SUNDMAN SIG]
Peter Sundman
Chairman of the Board
Neuberger Berman Equity Funds

                                      A-4
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PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Century Fund
   From inception on December 6, 1999 through February 29, 2000, Neuberger
Berman Century Fund returned 23.80% compared to the Russell 1000 Growth Index's
5.86% gain over the same time period.*
   Although the Century Fund is still in its infancy, we are quite pleased with
performance during its first several months of operation. With plenty of
attractive large-cap growth stock opportunities available, we were able to get
the Fund fully invested quickly and "hit the street running." Of course in a
new, relatively small fund, it may be easier to achieve higher returns than in a
large fund. Nevertheless, we believe the Fund's good start will help attract new
shareholders and give us the chance to further demonstrate the attractive return
potential of large-cap companies with superior earnings growth prospects.
   Our technology sector holdings (51.1% of total equity market value at the
close of the reporting period) led the performance parade. Our decision to focus
on smaller technology companies within the large-cap universe worked to our
advantage as tech investors gravitated down the market capitalization spectrum
looking for faster growth opportunities. In essence, we were picking off rapidly
growing mid-cap tech companies that had exploded into the large-cap category.
   Within the broadly defined technology sector, portfolio holdings in
telecommunications equipment manufacturers such as Nortel and Nokia, and
semiconductor stocks including Analog Devices, Applied Materials, and Texas
Instruments were particularly rewarding. Our broadband technology investments,
most notably JDS Uniphase, also performed exceptionally well. In addition, our
approach to Internet stocks -- favoring business-to-business (B2B) companies
over e-commerce retailers -- helped buoy returns.
   Our healthcare investments also generated attractive absolute and relative
returns. We avoided the major pharmaceutical companies, whose earnings have
slowed due to fewer new drug introductions, and focused on biotechnology
companies such as Genentech and Amgen, whose earnings are growing rapidly as
they bring new drugs to market.
   Despite exceeding consensus earnings estimates, the performance of our
investments in retailers such as Tandy (Radio Shack), Wal-Mart, and Tiffany
disappointed. Anticipating that rising interest rates will eventually restrain
consumer spending and future earnings growth, investors rotated out of the
group. We think there could be some pleasant earnings surprises for the
retailers in the portfolio and that valuations may improve in the year ahead.
   Since this is my first opportunity to address Century Fund shareholders,
allow me to briefly explain our investment discipline. If you happen to also be
a shareholder in Neuberger Berman Manhattan or Millennium Funds, my description
of our investment methodology will sound very familiar. This is not an accident.
With Neuberger Berman Century Fund, we are employing the same investment
principles and strategies in the large-cap arena that Manhattan Fund applies to
mid-cap stocks and Millennium Fund to small-cap stocks.
   First and foremost, we are growth stock investors. We invest in companies
that are growing earnings faster than the market and their industry group peers.
We are biased toward companies we believe capable of consistently exceeding
consensus earnings estimates. Our research has revealed that companies that
regularly beat Wall Street

                                      A-5
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- ----------------------------------------------------------------------
          Century Fund (Cont'd)

earnings estimates tend to be superior performers. Our focus is on growth, but
valuation does play a role in our discipline. The portfolio will very probably
have a higher price/earnings ratio than the S&P 500. However, we expect its P/E
ratio divided by 5-year projected earnings growth rate to be materially lower
than the S&P's.
   At the end of this reporting period, Century Fund's portfolio clearly
demonstrates this investment methodology. The portfolio has a projected 5-year
annualized earnings growth rate of 26%, compared to the S&P 500's 9%. The
portfolio currently trades at 2 times its projected 5-year annual earnings
growth rate versus the S&P 500's 2.5 times growth rate multiple. Approximately
85% of our holdings exceeded consensus earnings forecasts (published by First
Call) in their last reported quarters, and the remaining 15% met consensus
earnings targets.
   We are stock pickers, not market forecasters. However, we do feel obliged to
address shareholders' concerns regarding the stock market. Over the last year,
so-called "new economy" stocks (technology and particularly Internet-related
tech companies) have thrived while "old economy" stocks (basic materials,
industrial cyclicals, conventional retailers etc.) have suffered. Valuations
reflect this performance disparity. At present, "new economy" stocks are
perceived by some market observers to be substantially overvalued. Based on
reported earnings, we concede that price/ earnings multiples are on the high
side. However, based on future earnings prospects, we believe selected "new
economy" stocks are still priced quite reasonably. We have seen a pattern of
certain "new economy" stocks not just beating consensus earnings estimates, but
blowing them away. Wall Street analysts can't seem to raise earnings estimates
fast enough to account for actual growth. Although past performance is no
guarantee of future results, we suspect this pattern will continue for the
foreseeable future and that the technology stocks in our portfolio can continue
to deliver very attractive returns.
   In closing, we are delighted that Century Fund is off to such a good start.
We believe that our investment discipline -- looking for companies with superior
earnings growth potential, the ability to exceed consensus earnings estimates,
and trading at reasonable valuations to projected earnings growth rates -- will
reward long-term investors.

Sincerely,

/s/ Brooke Cobb

Brooke Cobb
PORTFOLIO MANAGER

*This is a cumulative return and is not annualized. Because this is a new fund,
 short-term results may not be duplicated. Average net assets of the Portfolio
 from inception through February 29, 2000 were approximately $18.2 million.
 While investment in IPOs has had a positive impact on the performance of the
 fund, as the fund grows in assets, this impact will likely be diminished.
 Neuberger Berman Management Inc.-Registered Trademark- ("NBMI") currently
 absorbs certain expenses of the fund. Without this arrangement, the fund's
 returns

                                      A-6
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          Century Fund (Cont'd)

 would have been less. Past performance does not guarantee future results and
 shares when redeemed may be worth more or less than original cost. The
 prospectus contains a more complete discussion of the risks of investing in the
 fund.

For index definitions, refer to page A-28, titled "Glossary of Indices." The
Portfolio invests in many securities not included in the indices listed.

The composition, industries and holdings of the Portfolio are subject to change.
Century Portfolio is invested in a wide array of stocks and no single holding
 makes up more than a small fraction of the Portfolio's total assets.

                                      A-7
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PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Focus Fund

   For the six months ended February 29, 2000, the Focus Fund rose 21.18% while
the S&P 500 during the same time period increased 4.11%. These results are
gratifying since they occurred during a period that was difficult for the value
style of investing -- as evidenced by the 8.88% decline in the Russell 1000
Value Index for the six months ended February 29th.*
   In our opinion, the primary reason for the portfolio's outperforming both the
S&P 500 and the Russell 1000 Value is its focused approach. The Portfolio is
never focused on more than six S&P sectors (it currently is focused on four),
and therefore can concentrate its investments in only those stocks where we feel
the undervaluation is greatest. In other words, we never buy a stock merely to
have representation in some area of the market; the only reason we take a
position is because we think it is attractive.
   Recently there were two significant developments which affected the
portfolio, and our reaction to them provides an insight into how our investment
discipline operates. The first occurred early in 1999 when concern over Y2K
related issues reached levels that bordered on the hysterical. This created
enough selling in technology stocks in general and software stocks in particular
that we took a fairly substantial position in Compuware, Oracle, Rational
Software and Sterling Commerce. Each of these had reached valuations less than
the market, a very rare occurrence in the software industry, and their
subsequent return to their more traditional valuations helped the Fund
considerably. We also increased our exposure to the semiconductor industry at
that time, as Y2K-related fears of a slowdown in the Personal Computer industry
led to valuations which we found attractive. The ensuing recovery in Atmel,
Lattice SemiConductor, Microchip Technology and Texas Instruments increased our
performance noticeably.
   While technology stocks do not often appear in most value portfolios, the
above example illustrates our discipline: When negative psychology creates
attractive valuations in an industry which we feel has above average
fundamentals, we will be aggressive in establishing sizeable positions.
   The second major development has created what we believe to be an opportunity
as good as last year's in technology. This is the Fed's imposition of two
interest rate increases during this reporting period, with the prospect of one
or two more to come. Most financial stocks were beaten down as investors sold
these issues, fearful of the effect the rate increases would have. While
psychology is a powerful factor in stock valuation, over time we believe it is a
company's earning power which determines its stock price, and the fact is that
the rate increases have not slowed the earnings growth of the better financial
companies. Consider this: In the fourth quarter of last year it was leading
technology firms Dell and Lucent announcing earnings shortfalls while, despite
the steadily rising interest rates, Citigroup, Chase Manhattan, Morgan Stanley,
Capital One and Providian (all of which we own) reported substantial earnings
increases. The valuations on finance stocks have now reached levels, which,
relative to the market, are lower than they have been in decades.
   One of the disciplines we have in Focus is to take advantage of broad-based
selling in an out-of-favor industry by buying only the best companies. We have
done, and continue to do this, in the case of financials. While "best" is a
subjective term, we do believe that Citigroup is the best broad-based financial
services company, Chase

                                      A-8
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          Focus Fund (Cont'd)
Manhattan is the best money center bank, Morgan Stanley the best securities
firm, Countrywide Credit the best mortgage banker and Capital One and Providian
the two best credit card companies. We firmly believe that the earnings of all
the above companies will continue to grow, and that sooner or later (hopefully
not too much later) this earning power will be reflected in their stock prices.
   Recently, due to their respective valuations, we have been shifting some
funds out of technology stocks into financials. (That said, technology still
represents 34.9% of the total equity market value portfolio). We also have
established a fairly sizeable position in General Motors and have made a small
increase in our retail holdings.
   The future, never easy to predict, is now more difficult than usual. The
level of the overall market, as measured by its price/earnings ratio, seems
high. This statement, while true, is somewhat misleading since today's market is
two distinct markets: the NASDAQ, which seems fairly richly valued, and
everything else, which looks pretty cheap. One of the reasons the Federal
Reserve has given for raising interest rates is to curb excess valuation in the
stock market. To date, unfortunately, the major impact of these rate increases
has been on stocks which were not overvalued to begin with. While this is
frustrating to value managers such as ourselves, we have chosen to forsake
whining about it in favor of acting on the new opportunities we see.
   As of February 29th, the P/E ratio in the portfolio was 14.7 times estimated
2000 earnings. This compares with P/E ratios of 26.9 for the S&P 500 and 14.7
for the Russell 1000 Value Index. Interestingly, the consensus earnings growth
rates going forward are 19.3% for Focus, 17.9% for the S&P 500 and 12.3% for the
Russell 1000 Value. This reflects what we are trying to do: get more growth per
dollar invested than the market. While our forward P/E is 45% lower than the S&P
500 our companies projected earnings growth rate is actually 8% higher.
Similarly, while Focus' forward P/E is the same as the Russell 1000 Value, our
projected growth rate is 57% higher. We feel these numbers are compelling and
over time will produce worthwhile results.
   While past results are no guarantee of the future, we would point out that
Focus Fund's performance ranks in the top 10% of all Morningstar-C- large-cap
value funds for the past year, the past three years, the last five years and the
past 10 years(1). It would seem we shouldn't alter the process now. In closing,
we remain committed to our value approach since we believe, as in fact the last
year shows, that it can produce superior results.

Sincerely,

/s/ Kent Simons

Kent Simons
PORTFOLIO MANAGER

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

                                      A-9
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          Focus Fund (Cont'd)

The composition, industries and holdings of the Portfolio are subject to change.
No single holdings of Focus Portfolio make up more than a small fraction of the
 Portfolio's total assets.

While the value-oriented approach is intended to limit risks, the
Portfolio -- with its concentration in sectors -- may be more greatly affected
 by any single economic, political or regulatory development than a more
 diversified mutual fund.

Past performance is no guarantee of future results. Share prices will vary and
your shares, when redeemed, may be worth more or less than the price you paid
 for them.

(1) -C- 2000 by Morningstar, Inc. All rights reserved. The information contained
    herein is the proprietary information of Morningstar, Inc. Morningstar Inc.
    shall not be responsible for investment decisions, damages or other losses
    resulting from use of this information. Past performance is no guarantee of
    future performance. Morningstar, Inc. has not granted consent for it to be
    considered or deemed an "expert" under the Securities Act of 1933.

                                      A-10
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PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Genesis Fund
   For the six-month period concluding February 29, 2000, the Genesis Fund
gained 6.78% compared to the Russell 2000's 35.82% return over the same time
period.*
   We are pleased the Fund posted respectable gains during a period that was
particularly challenging for small-cap value investors. Performance comparisons
to the Russell 2000 do not take into account the enormous discrepancy between
small-cap growth stock and small-cap value stock performance during this
reporting period. While the Genesis portfolio underperformed its official
Russell 2000 benchmark, it more than doubled the 2.82% return for the Russell
2000 Value Index.
   During the last six months, technology was just about the only game in town
in the small-cap stock market. As could be expected, our technology investments
did quite well, more than doubling in value in first half fiscal 2000. However,
as a result of our value parameters, the portfolio was significantly
under-weighted in the technology sector. We like technology and recognize the
enormous growth potential of high quality tech companies. However, unless and
until the group corrects and we can find more reasonably priced technology stock
opportunities, we will likely remain under-weighted versus the Russell 2000. We
have been taking some profits in tech holdings that have moved out of legitimate
value range and using the proceeds to build positions in more reasonably priced
technology stocks. But, true tech stock bargains are becoming more scarce as
stocks in the most promising sub-sectors of the industry continue to soar.
   Our energy investments, primarily small oil services companies, also
contributed to returns during this reporting period. As the price of oil
climbed, investors began anticipating increased drilling activity and bid up oil
services companies. We are now seeing signs of a pickup in drilling and believe
that better earnings going forward will continue to buoy our oil services
investments.
   Our biggest performance disappointments fall into two categories: defense and
aerospace, and banking. In the case of defense and aerospace holdings, Alliant
Techsystems and Cordant Technologies, stock price declines were not due to poor
operating results, but rather fallout from the earnings problems experienced by
high profile industry leaders Raytheon, Lockheed Martin, and Boeing. We think
Alliant and Cordant can continue to grow earnings at a decent clip, and that
once the cloud over the industry passes, earn a much better appraisal from
investors.
   Small bank stock holdings such as Peoples Heritage Financial and Webster
Financial Corp. were knocked down by a headwind formed by rising interest rates
and the flattening yield curve. We think current stock prices already discount
what is perceived to be a hostile economic environment for banks. In addition,
at currently depressed prices, the odds have increased that these stocks will
attract suitors when consolidation in the banking industry resumes after its Y2K
hiatus.
   It has been a rather strange small-cap stock market. In view of what's been
going on in the technology and biotechnology groups, you could argue that the
best way to make money was to buy stocks that had very high price/earnings
ratios or no earnings at all. Obviously, value investors don't subscribe to this
logic. We try to find good little companies trading at valuation discounts.
   We are finding a lot of such opportunities in beaten down "old economy"
companies that will be prime beneficiaries of "new economy" technologies. If
this

                                      A-11
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          Genesis Fund (Cont'd)
sounds farfetched, we would remind you that during past periods of great
technological innovation -- the railroads, the electric light, the assembly
line, the telephone -- many users of new technologies were rewarded as much or
more than the creators of the new technologies. We expect history to repeat
itself in today's "new economy."
   Let us give you an example. Be advised, this should not be viewed as a
recommendation, but rather an example of our investment discipline. AAR Corp. is
a distributor of new and used aerospace parts. It serves all the major airlines
and should be able to continue to grow its basic business nicely as airlines
outsource more of their replacement parts operations. AAR is not a technology
resistant dinosaur. It already has sophisticated computer systems that help it
procure parts on demand, trace the history of used parts (required by the FAA),
manage inventories, and efficiently fulfill orders.
   AAR also has an exciting new business. It is a 50% joint venture partner with
the major airlines in an aerospace parts procurement and distribution
cooperative called SITA. SITA is going on-line. Costs should go down for
everyone involved and profits should rise.
   While some of the original equipment manufacturers have teamed up to form
on-line buying groups, none have the used parts expertise or sophisticated
computer tracking ability of AAR. This should not be underestimated, as the size
of the aerospace used parts market dwarfs that of the new parts market.
   You can buy this "old economy" company poised to exploit "new economy"
technologies for just 11.5 times projected calendar 2000 earnings. At some time
in the future, AAR's share of SITA could be spun off to shareholders. In view of
the valuations currently being given to business-to-business (B2B) e-commerce
networks, this seems likely to be a very big bonus.
   In closing, growth is still in and value is still out. What will change this?
Perhaps the combination of investors realizing that severely depressed "old
economy" stocks can survive and prosper in the "new economy", and recognition
that valuations for many high flying "new economy" stocks defy economic gravity.
We will continue to seek out quality small-cap companies trading at reasonable
valuations relative to above average growth prospects. Call us tortoises to the
small-cap growth stock hares. We hope our shareholders will accompany us in the
race for long-term investment profits.

Sincerely,
/s/ Judith Vale         /s/ Robert D'Alelio
Judith Vale and Robert D'Alelio
PORTFOLIO CO-MANAGERS

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. Genesis Portfolio is invested in a wide array of stocks and no single
 holding makes up more than a small fraction of the Portfolio's total assets.

 The risks involved in seeking capital appreciation from investments primarily
 in companies with small market capitalization are set forth in the prospectus.

 Past performance is no guarantee of future results.

                                      A-12
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Guardian Fund
   For the six month period concluding February 29, 2000, the Guardian Fund
declined 2.67% versus the Russell 1000 Value Index's 8.88% loss over the same
time period. The S&P 500 advanced 4.11% over the corresponding six-month
period.*
   Technology was the big story in the market and in the Guardian Portfolio in
the first half of fiscal 2000. Of the 11 sectors in the Russell 1000 Value
Index, technology was the only sector to deliver positive returns. We were
substantially over-weighted in technology versus the benchmark and enjoyed a
return in excess of 50% from our tech investments during this reporting period.
   We don't believe owning technology stocks is inconsistent with a value
discipline. The technology sector is relatively volatile and periodically offers
exceptional value oriented opportunities. We tend to buy technology stocks when
they are out-of-favor and trading at low price/earnings ratios relative to
earnings growth rates. Many of our big tech winners during this reporting period
were originally purchased in the summer and fall of 1998 when the group sold off
sharply in response to global economic and financial market turmoil. Obviously,
valuations have risen substantially since then. We have been consistently
trimming and/or eliminating positions in more fully valued technology stocks. If
the group continues to soar, we will probably do some more paring. However, we
are willing to let some of our tech winners run until valuations get out of line
or we see signs of slowing earnings.
   With the exception of brokerage/asset management companies (most notably
Morgan Stanley Dean Witter, which made our "Top Ten" contributors' list),
financial services stocks were among our biggest portfolio disappointments. In
general, financial services stocks were hit hard by four factors: higher
interest rates and the prospect of additional Federal Reserve rate hikes; some
high profile earnings shortfalls; disappointing top line revenue growth; and the
fear that the credit quality of loan portfolios would deteriorate if the Fed
tightens too aggressively and sends the economy into recession.
   We are concerned by overcapacity in the financial services industry and the
difficulty many companies are having growing revenues in a very competitive
environment. Also, if interest rates continue to climb, earnings could suffer.
However, we think almost all the potential bad news is already baked into
financial services stock prices. If the Fed once again manages to successfully
pilot the economy to a "soft landing," the cloud currently overhanging financial
services stocks should dissipate.
   In general, we believe that the market has unfairly penalized "old economy"
stocks in the so-called new economy. Consider the joint venture taking form
among General Motors, Daimler Chrysler, and Ford. Oracle and i2 Technologies are
building a business-to-business e-commerce network to allow these auto giants to
procure parts over the Internet. It is estimated that efficiencies realized
through this network could allow the auto makers to shave $2,000-$3,000 off the
cost of building a car. Of course, all this cost saving won't go into their
pockets -- it will be competed away in the marketplace. Under this scenario, as
the price of cars comes down, demand is expected to increase, and the auto
makers' revenues and profits would then grow substantially. Oracle and i2
Technologies would make money building and operating the network, but, the auto
companies would own this incredibly valuable asset. This appears to be a win/win
situation for these "old economy" car companies. Yet, in today's market, you can
buy GM and Ford for less than ten times earnings, whereas Oracle is going for
more than 75 times earnings.

                                      A-13
<PAGE>
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          Guardian Fund (Cont'd)

   Does it make sense to ignore value and chase growth at any price? In our
opinion, value stocks have three powerful forces currently working in their
favor. The first is good operating results. Earnings are coming through. In
general, value stocks haven't declined because earnings have fallen. It's been
contracting price/earnings ratios (largely a measure of investor perception)
that have resulted in the decline. Secondly, the value sector of the market is
by historical standards quite cheap. One hundred and seventy-eight of the 500
stocks in the S&P and 336 stocks out of the 1,000 stocks in the Russell 1000
have P/Es of 10 or less. Compare this to the Internet sector where the average
price/sales multiple for 226 stocks is 30. Why don't we mention the P/E of this
group? Because collectively these companies are losing $8 billion a year!
   Finally, we believe smart money is moving into the value sector. Merger
activity is strong as corporate buyers snap up stock market bargains. Deals are
getting done at very substantial premiums to market prices. Mirage just accepted
a $21 per share offer from MGM Grand. It was trading around $10 before MGM came
calling. Leveraged buyouts (LBO's) are back in vogue. Recently, the management
of Manor Care announced a bid to take the company private. In fourth quarter
1999, $40 billion of planned share repurchases were announced, up from
$25 billion in the third quarter. When stocks get too cheap relative to economic
value, they attract the attention of informed industrialists like corporate
acquirers and corporate managements, and eventually, the attention of investors.
   In closing, as evidenced by the poor performance of value stock benchmarks,
it has been another challenging period for us. We are never pleased when the
Fund declines. However, the Fund's modest retreat compared to its benchmark
index's substantial loss indicates we effectively executed on our value
strategies. More importantly, we believe the stage is set for a value stock
revival, which should help us improve returns.

Sincerely,

/s/ Kevin Risen         /s/ Rick White

Kevin Risen and Rick White
PORTFOLIO CO-MANAGERS

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. Guardian Portfolio is invested in a wide array of stocks and no single
 holding makes up more than a small fraction of the Portfolio's total assets.

 Past performance is no guarantee of future results.

 The investments for the Portfolio are managed by the same portfolio manager(s)
 who manage one or more other mutual funds that have similar names, investment
 objectives and investment styles as the Portfolio. You should be aware that the
 Portfolio is likely to differ from the other mutual funds in size, cash flow
 pattern and tax matters. Accordingly, the holdings and performance of the
 Portfolio can be expected to vary from those of the other mutual funds.

                                      A-14
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          International Fund
   For the fiscal six-month period ended February 29, 2000, the International
Fund returned 60.68% versus the MSCI EAFE Index's return of 13.77% for the same
period. Needless to say, the last six months have been extremely rewarding for
international investing.*
   The portfolio is currently diversified across 23 countries with the following
regional allocation(1).

<TABLE>
<CAPTION>
                                               NEUBERGER BERMAN
                                            INTERNATIONAL PORTFOLIO   MSCI EAFE INDEX
<S>                                         <C>                       <C>
- --------------------------------------------------------------------------------------
Continental Europe                                   34.3%                 48.4%
United Kingdom                                       13.9%                 19.1%
Japan                                                30.0%                 26.7%
Pacific Basin Ex Japan                               10.8%                  5.8%
Latin America                                         0.2%                  0.0%
Other Markets 2                                       2.9%                  0.0%
</TABLE>

   Our asset allocation has not changed dramatically during the last six months.
We are still overweight in the Pacific Basin region (including a modest
overweight in Japan), and underweight in Continental Europe and the United
Kingdom. We also continue to have a very low exposure to emerging equity markets
outside of the Pacific Basin. Roughly 5% of our performance during the past six
months is attributable to the allocation process. As an example, we were
rewarded by our overweight in Finland (a country where both the market and our
investments posted strong returns) as well as our underweight in the United
Kingdom and Switzerland (markets that experienced negative returns for the
period but where our investments delivered spectacular returns). On a regional
basis, the performance of the past six months was largely from Western Europe
followed closely by the Pacific Basin. At the country level our top performers,
in order of contribution, were Japan, the United Kingdom, Finland, France,
Singapore, and Denmark.
   The lion's share (approximately 90%) of our performance over the period came
from security selection. Our largest sector commitments as of February 29, 2000
are Information Technology (37.7% of total equity market value),
Telecommunications (15.8% of total equity market value), Consumer Discretionary
(9.7% of total equity market value), Financials (9.1% of total equity market
value), and Industrials (8.4% of total equity market value). You will note that
the themes driving our investment strategy are the same as at the beginning of
the period. However, while the same themes continue to dominate we have made
changes in weightings -- the most notable change over the past six months being
our increased exposure to the technology sector. We currently overweight our
benchmark (the EAFE) by 23.2%, which is primarily due to our investments in the
"Software & Services" industry where we have 22.2% of the portfolio versus
EAFE's weight of 3.8%. At the same time we modestly reduced our
telecommunications holdings (which was our largest sector in

1) Regions listed total 92.10% of the Portfolio's total net assets
2) Bermuda, Canada & Russia

                                      A-15
<PAGE>
- ----------------------------------------------------------------------
          International Fund (Cont'd)

August) and are now slightly underweight the benchmark weight of 16.5%.
Banking & Financials and Pharmaceuticals are also areas where we have reduced
our exposures in favor of better opportunities.
   The top five performing securities over the past six months were Softbank
Corp. (Japan), Yahoo Japan Corp. (Japan), Datacraft Asia (Singapore), Thomson
MultiMedia ADR (France), and The Sage Group (United Kingdom). These top
performing names are all technology stocks. Softbank Corp. and Yahoo Japan are
both businesses in the software & services industry. Softbank is essentially a
holding company and is one of the world's largest internet-related
conglomerates, with investments in over 60 companies. Yahoo Japan is an Internet
access provider. Datacraft Asia is currently Asia's leading data communications
and network systems integrator. Thomson, a French consumer electronics
manufacturer, sells its products in Europe, Asia and the Americas. The Sage
Group, a software publishing company, develops, publishes and distributes
accounting and payroll software for personal computer systems.
   Although there are no guarantees, our outlook is optimistic. We feel the
current global economic climate will continue to provide a stable backdrop for
international investing. We also feel that key themes going forward will
continue to be deregulation (particularly for the telecommunication and
financial services companies in Europe) and technology spending (as the rest of
the world catches up with the U.S.) We will remain flexible in our regional
allocation as market conditions warrant and we will continue to invest
selectively on a security by security basis.

Sincerely,

/s/ Valerie Chang

Valerie Chang
PORTFOLIO MANAGER

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. International Portfolio is invested in a wide array of stocks and no
 single holding makes up more than a small fraction of the Portfolio's total
 assets.

 Investing in foreign securities involves greater risks than investing in
 securities of U.S. issuers, including currency fluctuations, interest rates and
 political conditions. In an attempt to reduce overall volatility, Neuberger
 Berman Management Inc. diversifies the portfolio holdings over a wide array of
 countries and individual stocks.

 Past performance is no guarantee of future results.

                                      A-16
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Manhattan Fund

   For the six-month period ending February 29, 2000, the Manhattan Fund gained
90.04% compared to the Russell Midcap Growth Index's 67.32% return over the same
time period.*
   For the last several years, we have bemoaned the fact that investors were
lavishing attention on large-cap growth stocks and paying lesser tribute to
faster growth mid-cap companies. We couldn't comprehend why mid-caps had lower
price/earnings ratios despite significantly higher earnings growth rates. As
evidenced by the Russell Midcap Growth Index's 67.32% return versus the
large-cap Russell 1000 Growth Index's 22.48% gain over this six-month reporting
period, investors appear to have caught on. Does mid-cap stocks' out-performance
over the last six months signal a reversal in trend? We can't be sure. The
valuation gap between large-cap and mid-cap growth stocks has narrowed. However,
considering mid-cap growth stocks' materially higher earnings growth rates, they
still look to us quite attractive relative to their large-cap counterparts.
   Our technology and technology related holdings (approximately 65% of the
portfolio total equity market value at the close of this reporting period),
fueled performance in first-half fiscal 2000. Our "Top Ten" contributors' list
was dominated by technology stocks, with companies such as Citrix Systems, JDS
Uniphase, Veritas Software and PMC Sierra delivering 250% or better returns. We
were in the right places -- telecommunications equipment, broadband technology,
and business-to-business (B2B) e-commerce companies -- and avoided some of the
technology potholes like computer hardware and e-commerce retailers.
   Of course, the spectacular performance of the technology sector over the last
six months has inspired some concern that tech stocks are now overvalued and
vulnerable to a substantial correction. Based on reported operating results, we
concede that many tech companies are now rather richly priced. However, we
believe investors may actually be underestimating the exceptional growth
potential of many quality mid-cap technology companies. Over the last year or
so, reported revenue and/or earnings growth has not been just running ahead of
consensus estimates. It has been leaving analysts' forecasts in the dust. Wall
Street can't raise estimates fast enough to keep pace with this explosive
growth. For the foreseeable future, we expect this pattern to continue. We are
mindful of the valuations of the tech stocks in our portfolio and consistently
trim and/or eliminate positions in stocks that we feel are getting too far ahead
of themselves or may be less likely to beat fundamental expectations going
forward. However, we think there are still technology companies well positioned
in the most dynamic sectors of the industry.
   Returning to portfolio specifics, our healthcare (primarily biotechnology
companies), communications services, and capital goods investments also
contributed to returns during this reporting period. Our holdings in the retail
industry of the consumer cyclical sector disappointed. Retailers such as
Williams Sonoma (kitchen equipment), TJXCompanies (apparel), Best Buy and Tandy
(consumer electronics), and Abercrombie & Fitch (specialty items) all declined
substantially. The consensus appears to be that rising interest rates will
eventually restrain consumer spending and retailers' earnings. While we don't
argue with this economic logic, we note that the American consumer is still
buying. Most, albeit not all, of our retailer holdings met earnings expectations
during their most recent reporting periods. With consensus estimates being
revised downward, we expect some pleasant earnings surprises going forward.

                                      A-17
<PAGE>
- ----------------------------------------------------------------------
          Manhattan Fund (Cont'd)

   The Manhattan Portfolio clearly displays the fundamental characteristics
inherent in our investment discipline. At the close of this reporting period,
the portfolio has a projected 5-year earnings growth rate of 39%, compared to
the Russell Midcap Growth Index's 33%. Its price/earnings ratio divided by
5-year projected earnings growth rate is modestly higher than the Index's (1.2
to 0.9), largely the result of some of our Internet investments that have yet to
turn explosive revenue growth into what we believe will be impressive earnings
gains.
   This leads us to another issue that requires some discussion. We are in an
era of almost unprecedented technological innovation. Today, promising young
technology companies are growing faster than ever before and are entering the
mid-cap arena at an earlier stage of development. For a variety of reasons
ranging from aggressive advertising to gain market share, to acquisitions of
promising smaller companies and/ or the depreciation of infrastructure
investments, these companies do not yet have net earnings. Rather than
eliminating these companies from consideration and, in the process, missing out
on some of what we believe are the very best long term opportunities in the
mid-cap growth arena, we have increased our focus on revenue and cash flow
growth in addition to earnings growth. We are carefully evaluating business
models and future profit margin assumptions. If we are convinced that rapidly
growing revenues and cash flows will eventually translate into superior earnings
growth, and can identify stocks with valuations in line with future earnings
prospects, we will add them to the portfolio.
   In closing, we are pleased to have delivered attractive absolute and relative
returns during this reporting period and we will be working diligently to build
on our success in the year ahead.

Sincerely,

/s/ Jennifer Silver       /s/ Brooke Cobb

Jennifer Silver and Brooke Cobb
PORTFOLIO CO-MANAGERS

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. Manhattan Portfolio is invested in a wide array of stocks and no single
 holding makes up more than a small fraction of the Portfolio's total assets.

 Past performance is no guarantee of future results.

 The investments for the Portfolio are managed by the same portfolio manager(s)
 who manage one or more other mutual funds that have similar names, investment
 objectives and investment styles as the Portfolio. You should be aware that the
 Portfolio is likely to differ from the other mutual funds in size, cash flow
 pattern and tax matters. Accordingly, the holdings and performance of the
 Portfolio can be expected to vary from those of the other mutual funds.

                                      A-18
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Millennium Fund

   For the six-month period ended February 29, 2000, the Millennium Fund
returned 126.55% compared to the Russell 2000 Growth and Russell 2000 Index's
66.04% and 35.82% gain over the same time period, respectively.*
   We've enjoyed a vibrant small-cap growth stock market ever since the
Portfolio commenced operations on October 20, 1998. We have also materially
outperformed our benchmark index since inception. So, we've been both lucky and
good. The market won't always be so cooperative. However, we believe our
investment discipline -- investing in small, fast growing companies capable of
consistently beating consensus earnings expectations and trading at reasonable
valuations relative to growth rates -- will continue to demonstrate its
effectiveness.
   Our technology stock holdings (58.3% of total equity market value at the
close of this reporting period), performed exceptionally well and were
responsible for about 75% of the Fund's total return. However, technology was
not the whole story. Ten of the 11 sectors represented in the portfolio posted
positive returns, compared to gains in just 6 of these 11 sectors for the
Russell 2000. We also outperformed our benchmark, the Russell 2000 Growth index
in 9 of the 11 sectors. We are almost as pleased with the strong gains of
portfolio companies in poor performing groups such as basic materials, financial
services, energy, consumer cyclicals and consumer staples as we are with our
many technology stock winners.
   We were often in the right place at the right time in the technology sector
and technology related companies. Our investments in broadband companies such as
Osicom Technologies and Efficient Networks performed exceptionally well as
investors acknowledged the explosive growth potential of companies with
technologies to expand the data carrying capacity of fiber optic and traditional
copper wire communications networks. Internet direct marketing company Mypoints
Communications was also a big winner. Mypoints is an "opt in" e-mail company.
Internet users fill out a demographic profile of themselves for Mypoints.
Mypoints then sends the appropriate advertising to them via e-mail and gives
them points toward gift certificates or discounts as they respond to the ads.
It's the "new economy" version of the old S&H Green Stamps, and we believe a
potentially lucrative business. We also scored performance points with
Netegrity, an Internet infrastructure software firm supporting e-commerce
business-to-business (B2B) and retail networks.
   Retailers were our primary portfolio disappointments. Children's Place Retail
Stores and Rex Stores fell short of expectations, and in keeping with the Fund's
sell discipline, were quickly eliminated from the portfolio. American Eagle
Outfitters also declined sharply, despite posting better than expected earnings.
We continue to hold this innovative specialty retailer. In general, investors
appear convinced that rising interest rates will put an end to American
consumers' spending spree. We think higher rates will eventually restrain
consumer spending somewhat, but that selected retailers, particularly those with
well-conceived e-tail strategies, can continue to grow earnings at an attractive
pace. We are expecting our current holdings in the retail sector to exceed
consensus earnings forecasts in the year ahead.
   We are stock pickers, not economists or market forecasters. However, we will
periodically comment on broader investment issues that concern shareholders and
may have an impact on our portfolio. The strong performance of technology, and
particularly, Internet-related stocks, coupled with the poor absolute and
relative

                                      A-19
<PAGE>
- ----------------------------------------------------------------------
          Millennium Fund (Cont'd)
performance of most other industry groups has inspired the financial press to
divide the market into "old economy" and "new economy" companies. Despite our
portfolio's bias to technology and its excellent returns from this sector, we
are not of the opinion that all "old economy" companies are worthless and that
all "new economy" companies are priceless. We think some companies in the former
category are legitimate growth stock bargains and some stocks in the latter
category are wildly overvalued. That's why we take profits in "new economy"
stocks, whose valuations become excessive, and look for more reasonably priced
growth opportunities, including stocks in more traditional businesses.
   Investors should heed the distinction between companies that are embracing
new technologies and those that are sticking their heads in the sand. The
Internet is taking friction out of the economy -- the friction caused by forms
having to be filled out, paper shuffled, checks written, and currency changing
hands. We believe that "old economy" companies that can cut costs and improve
productivity by using new technologies like the Internet will thrive. Those who
don't will eventually be overwhelmed by the competition.
   We also believe it is a mistake to underestimate the ultimate investment
potential of "new economy" companies. Some market observers are describing
investors' current infatuation with small-cap technology stocks as a mania. In
some instances they may be right. But, every day, we are finding and investing
in small companies with technologies that could have a major impact on the
American economy. Not all are earning money, and by traditional measures like
price/earnings ratios or multiples to revenues, some appear absurdly priced.
However, some of these are real companies with real businesses that we expect
will eventually produce real earnings. Most importantly, they have the real
potential to provide outstanding long-term investment returns.
   In closing, we are pleased the Fund delivered such generous returns to
shareholders during first half-fiscal 2000. We trust that shareholders won't
expect this kind of performance every six months. Recent returns were achieved
during very favorable market conditions, which are unlikely to be sustained.
However, we remain confident that our investment discipline can continue to
generate attractive long-term returns.

Sincerely,

/s/ Michael Malouf       /s/ Jennifer Silver

Michael Malouf and Jennifer Silver
PORTFOLIO CO-MANAGERS

                                      A-20
<PAGE>
- ----------------------------------------------------------------------
          Millennium Fund (Cont'd)

*The start up of Millennium Fund roughly coincided with a period of accelerated
 growth in the small-cap growth sector of the stock market, and its investment
 in IPOs had a significant impact on performance. There can be no assurance that
 these factors will continue to have a positive effect on the fund. And since
 the fund is relatively small in asset size, it may be easier to achieve higher
 returns than in a larger fund. NBMI currently absorbs certain expenses of the
 fund. This arrangement is subject to change, and without this arrangement, the
 fund's returns would have been less. Results are shown on a "total return"
 basis and include reinvestment of all dividends and capital gains
 distributions. Performance data quoted represents past performance, which is no
 guarantee of future results. The investment return and principal value of an
 investment will fluctuate so that the shares, when redeemed, may be worth more
 or less than their original cost.

For index definitions, refer to page A-28, titled "Glossary of Indices." The
Portfolio invests in many securities not included in the indices listed.

The composition, industries and holdings of the Portfolio are subject to change.
Millennium Portfolio is invested in a wide array of stocks and no single holding
 makes up more than a small fraction of the Portfolio's total assets.

Past performance is no guarantee of future results.

The risks involved in seeking capital appreciation from investments primarily in
companies with small market capitalization are set forth in the prospectus.

                                      A-21
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Partners Fund
   For the six-month period concluding February 29, 2000, the Partners Fund
declined 3.28% versus the Russell 1000 Value Index's 8.88% loss over the same
time period. The S&P 500 advanced 4.11% over the corresponding six-month
period.*
   We are always disappointed when the Fund fails to generate a positive return.
On a relative return basis, we had a reasonably good year versus our Russell
1000 Value Index benchmark and a rather poor year compared to the S&P 500.
Market trends will always have some impact on portfolio performance. However,
when the market is clearly biased to one investment style or favors just a few
stocks or industry groups, it will have an even greater impact on portfolio
returns.
   Over the last year, we have experienced an increasingly narrow market. In
calendar 1999, the top 25 stocks (predominantly rather richly valued growth
stocks) were responsible for 87% of the S&P 500's 21.04% return. While we do not
yet have the data for this reporting period, we expect to see the same
pattern -- a relative handful of big winners buoy the indices, while the
majority of component stocks languish.
   It has also been a one-industry-group stock market. During this six-month
reporting period, 10 of the 11 sectors in the Russell 1000 Value Index declined.
Technology was the only group in the Index that posted a gain. Since technology
stocks generally trade at valuation premiums, this was a particularly
challenging period for value investors.
   We participated in the tech sector. In fact, at the close of this reporting
period, technology stocks comprised approximately 21% of the Portfolio's total
equity market value. We were able to buy tech stocks such as Ericsson, GM Hughes
Electronics, and Motorola at opportunistic prices when each of these companies
suffered temporary setbacks in 1999. These stocks were excellent performers for
us over the last six months. We were overweighted in technology compared to the
Russell 1000 Value Index and were under-weighted compared to the S&P 500. This
explains why the Fund outperformed the former and underperformed the latter.
   While by far our best performing group, technology was not the only bright
spot in the portfolio. On average, our consumer cyclical investments generated
attractive returns. Our investments in interest rate sensitive groups like basic
materials, capital goods, and financial services suffered. The consensus seems
to be that an aggressive Federal Reserve may cause the economy to decelerate too
fast and perhaps even slip into recession. We don't agree. We think that the Fed
can once again successfully engineer a "soft landing" that will sustain economic
growth, albeit at a less torrid pace than we have seen over the last year. If we
are right, many of the stocks in beaten down industry groups have "double play"
potential -- the prospect of better than anticipated earnings and rising
price/earnings multiples.
   Perhaps even more disturbing than the narrowness of the market, was the
tendency for investors to chase returns. Fundamentals forgotten, investors
abandoned stocks that weren't moving and flocked to those that were going up in
price. This kind of stock price momentum investing has resulted in some absurdly
low and ludicrously high valuations.
   For example, on a recent research outing we met with Maytag, a high quality
industrial cyclical with a pristine balance sheet, strong free cash flow, and an
excellent long-term record of delivering high financial returns. That same day,
we met with Infospace, a 3-year-old company with a promising cellular
telephone/Internet portal business. Over the next few years, we believe Maytag
can grow revenues by 3-5% and

                                      A-22
<PAGE>
- ----------------------------------------------------------------------
          Partners Fund (Cont'd)
earnings by 10-15% annually. Infospace's revenues have been growing by 100%
annually and we believe if everything goes according to management's plan, the
company can go on to become very profitable. But, Infospace doesn't have any
earnings yet, and management is telling analysts that it may take 3 more years
to show a profit.
   We think it is fair to characterize Maytag and Infospace as good companies.
At current valuations, we would call only one of them a good investment. Maytag
trades at 6 times earnings and at just 50% of revenues. In our opinion, it is an
outstanding investment bargain. Infospace stock has gone from its January 1999
offering price of $9 7/8 to a high of $264 per share and currently trades at 230
times revenues. This is much too rich for our blood.
   As is our custom, we will briefly describe a portfolio holding that
demonstrates our value discipline. This should not be considered a
recommendation and we may change our opinion and sell the stock if circumstances
warrant it. After acquiring the Fred Meyers chain, Kroger is now the second
largest supermarket company in America. Economies of scale on the purchasing
front and Kroger's ability to increase the percentage sales of higher margin
private label products in the Fred Meyers stores, should improve profit margins
significantly in the years ahead. Over the last year, Kroger stock has gone from
a high of $35 to $14 per share and its P/E has collapsed from 22 to 15. We
believe Kroger can grow revenues by about 7% and earnings by 16-18% in the
coming year. In essence you are getting Kroger for less than one times its
projected annual earnings growth rate. We think that is a very low valuation for
a company in a stable business like groceries.
   In closing, it's been another tough period for value investors. We can't
predict when the market will begin valuing businesses more appropriately. We
believe our portfolio is full of high quality, undervalued companies that will
see much better days in the years ahead.

Sincerely,

/s/ S. Basu Mullick       /s/ Robert Gendelman

S. Basu Mullick and Robert Gendelman
PORTFOLIO CO-MANAGERS

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. Partners Portfolio is invested in a wide array of stocks and no single
 holding makes up more than a small fraction of the Portfolio's total assets.

 Past performance is no guarantee of future results.

 The investments for the Portfolio are managed by the same portfolio manager(s)
 who manage one or more other mutual funds that have similar names, investment
 objectives and investment styles as the Portfolio. You should be aware that the
 Portfolio is likely to differ from the other mutual funds in size, cash flow
 pattern and tax matters. Accordingly, the holdings and performance of the
 Portfolio can be expected to vary from those of the other mutual funds.

                                      A-23
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Regency Fund

   For the six-month period ended February 29, 2000, the Regency Fund gained
12.35% versus a 11.25% loss for the Russell Midcap Value Index.*
   We are pleased to have posted positive gains during a period in which our
benchmark index declined significantly. Our technology investments deserve much
of the credit. We were substantially over-weighted in technology, and enjoyed
excellent returns from stocks such as Comdisco, Cabletron, American Tower,
National Semiconductor, and Parametric Technology -- all of which we were able
to buy at opportunistic prices when they fell out of favor in 1999. Performance
also benefited from strong gains in our communications services investments. Our
stock picking prowess was demonstrated by the fact that the Fund had positive
returns in six of the 11 sectors represented in the portfolio compared to
benchmark index gains in just two of these 11 sectors.
   Our primary disappointments came from portfolio companies in interest rate
sensitive sectors including basic materials, capital goods, and financial
services. Judging by the historically low valuations of companies in these
sectors, the consensus seems to be that an aggressive Federal Reserve will step
too hard on the monetary brakes and push the economy into recession. We expect
rising interest rates to eventually slow the economy and we may be seeing peak
earnings for some companies in interest rate sensitive sectors. However, we
think the economy is headed for a "soft landing," not a recession. Consequently,
we believe earnings for severely depressed interest rate sensitive stocks may be
better than expected and that these stocks could get an additional boost if
price/earnings multiples expand to more normalized levels.
   While we have enjoyed a good first half of fiscal 2000, we are concerned by
some of the things happening in the market. Investors appear to be ignoring
valuations and buying stocks simply because they are going up in price. We are
seeing stocks of very good companies sinking like stones despite favorable
operating results. Concurrently, hot stocks are taking off like rockets, and
regardless of whether they are companies with real potential or just business
plans supported by imaginative public relations efforts, some are now trading at
astronomical valuations. We believe this doesn't make economic sense and
ultimately stock prices will have a rational relationship to the underlying
companies' quantifiable economic value.
   The financial press has rather arbitrarily divided the market into "old
economy" and "new economy" stocks. The former are perceived, and priced in the
market, like endangered species. The latter are worshiped and priced as if
nothing will ever go wrong. In our opinion, this is rather foolish. There are
many "old economy" companies that are embracing new productivity enhancing
technologies and have or are rapidly developing Internet strategies. We believe
many will succeed in the "new economy" and eventually gain the respect and
admiration of investors. Conversely, there are numerous "new economy" companies
that will prove to be more sizzle than substance.
   The good news is that we think there are still plenty of outstanding values
in the market. Let us give you an example. Be advised this is not a
recommendation, and that if fundamentals deteriorate, we may sell this or any
other portfolio company mentioned in this report. Comdisco is a computer leasing
company that has successfully expanded into several other promising businesses.
Comdisco now offers "disaster recovery" data storage for large companies. This
profitable business is growing quite

                                      A-24
<PAGE>
- ----------------------------------------------------------------------
          Regency Fund (Cont'd)
nicely. In addition, Comdisco has a division which leases computers to start-up
companies and gets paid in cash and stock options. In essence, this has
developed into an interesting little venture capital business. Some of these
start-ups have become very big companies in exciting growth businesses and
Comdisco will highlight the value of these investments in a tracking stock later
this year. Comdisco will also be doing a partial spin-off of a broadband
technology company called Prism. Comdisco is not particularly cheap on a
price/earnings basis. However, we think the sum of the value of its parts is
worth considerably more than the current market price of the whole.
   In closing, we are pleased the Fund provided good returns during a
challenging period for mid-cap value investors, noting that it may be easier to
achieve higher returns in a relatively small fund than a larger one. We can't
predict what the stock market has in store for us in the year ahead. We are
confident that our value-oriented approach to the mid-cap stock market can
deliver attractive long-term investment returns.

Sincerely,

/s/ Robert Gendelman       /s/ S. Basu Mullick

Robert Gendelman and S. Basu Mullick
PORTFOLIO CO-MANAGERS

*These are cumulative returns and are not annualized. Because this is a new
 fund, short-term results may not be duplicated. Average net assets of the
 Portfolio through February 29, 2000 were approximately $21.6 million. In
 particular, IPO's had a significant impact on the performance of the Fund.
 Neuberger Berman Management Inc.-Registered Trademark- ("NBMI") currently
 absorbs certain expenses of the Fund. Without this arrangement, the Fund's
 returns would have been less. Past performance does not guarantee future
 results and shares when redeemed may be worth more or less than original cost.
 The risks involved in seeking capital appreciation from investments primarily
 in companies with medium market capitalization are set forth in the prospectus.

For index definitions, refer to page A-28, titled "Glossary of Indices." The
Portfolio invests in many securities not included in the indices listed.

The composition, industries and holdings of the Portfolio are subject to change.
Regency Portfolio is invested in a wide array of stocks and no single holding
 makes up more than a small fraction of the Portfolio's total assets.

Past performance is no guarantee of future results.

                                      A-25
<PAGE>
PORTFOLIO COMMENTARY
Neuberger Berman
- ----------------------------------------------------------------------
          Socially Responsive Fund

   For the six-month period concluding February 29, 2000, the Socially
Responsive Fund declined 9.68% compared to the Russell 1000 Value Index's 8.88%
loss. The Standard & Poor's 500 Index gained 4.11% over the same time period.*
   Technology stocks held center stage during the first half of fiscal 2000.
But, not all technology stocks got rave reviews. Computer hardware companies
were panned, last year's biggest stars (e-commerce retailers) lost their
investment audience, and some of the leading software companies took second
billing. The loudest cheers went to semiconductor manufacturers,
telecommunications equipment companies, and business-to-business (B2B)
e-commerce networks. Although we were overweighted in technology, we owned too
few of the rising stars. Portfolio performance was helped by strong gains from
Hewlett Packard and Intel, but hurt by sharp declines in Xerox and Unisys.
Collectively, our investments in the technology sector posted a modest decline.
   Energy and healthcare were the two top contributing sectors in the portfolio.
Our oil services holdings, most notably Cooper Cameron, performed quite well and
helped us achieve positive gains in the poor performing energy sector. Our
biotechnology holdings, highlighted by Biogen's strong performance, also buoyed
returns in a healthcare sector that was hard hit during this reporting period.
   Our holdings in interest rate sensitive sectors like basic materials, capital
goods, consumer cyclicals, and financial services disappointed. This was not
generally a result of earnings shortfalls -- profits in these sectors remained
relatively strong. It was more a function of investors' concern that future
earnings are jeopardized by rising interest rates and the prospect of a
considerably less robust economy. These are reasonable concerns. The Federal
Reserve appears committed to slowing the economy and cyclical company earnings
may be peaking. However, cyclical stocks are now priced as if a recession is
just around the corner. We don't think that's likely to happen. In fact, we
believe earnings will be better than anticipated and that these stocks should be
given materially higher valuations.
   It has been a very narrow market, with a small percentage of stocks
(primarily in the hot technology sectors), posting spectacular gains and the
majority of stocks languishing or retreating. It has also been an unforgiving
market. For example, Unisys, in our opinion a great company doing all the right
things to improve long-term profitability, lost nearly 30% of its market value
over the last six months for reporting a Y2K oriented revenue shortfall. Tyco,
another portfolio holding with an exceptional track record, lost 25% of its
market value after a newsletter writer criticized its merger accounting methods.
We've reviewed Tyco's accounting procedures and in our opinion, they conform to
accepted principles. This market has bedeviled investors in some very good
companies. But, long-term investors must have patience and we think our patience
with these stocks will be rewarded.
   Finally, we are concerned that investors are succumbing to the lure of
instant riches in what is being touted as a new investment era. "New" is fast
becoming the most overused word in everyone's investment vocabulary. The
financial press is trumpeting promising new technologies being developed by "new
economy" companies, and the "new paradigm" has replaced time honored investment
principles. At the risk of sounding old fashioned, we still believe that things
like earnings and valuations matter. We are not sticking our heads in the sand
and ignoring all the dynamic

                                      A-26
<PAGE>
- ----------------------------------------------------------------------
          Socially Responsive Fund (Cont'd)
technology driven changes in the American economy. We will participate, but not
by paying what we believe are excessive multiples for every new idea. We still
believe that we will benefit by investing in undervalued companies in a range of
industries that will use new technologies to invigorate their businesses and
technology companies with real earnings or substantial evidence pointing toward
future profitability.
   As is our custom, we will briefly detail a portfolio company that we believe
has investment merit and qualifies as a solid corporate citizen. Be advised this
is an example of our investment discipline, not a recommendation. Enron is a
major natural gas distributor that also owns and operates natural gas, electric
and water utilities. The company recently announced it will be building a
state-of-the-art fiber optic telecommunications network along its 12,000-mile
gas pipeline. Enron isn't cheap on the basis of current earnings, but we have
confidence this financially strong, exceptionally well managed company can boost
earnings significantly with its entry into telecommunications.
   Of course, Enron wouldn't be in our portfolio if it weren't also a socially
responsive company. Natural gas is the most environmentally friendly fuel. Enron
is also an active investor in solar energy and wind power projects. Finally, due
to its progressive work place policies, generous employee benefits, and its
policy of providing stock options to all employees, Enron has been cited by
Fortune Magazine as "one of the hundred best places to work."
   In closing, we are disappointed with the Fund's performance in this very
challenging period. However, we have not lost confidence in the principle that
buying high quality, socially responsive companies at opportunistic prices will
generate attractive long-term investment returns.

Sincerely,
/s/ Janet Prindle
Janet Prindle
PORTFOLIO MANAGER

*For index definitions, refer to page A-28, titled "Glossary of Indices." The
 Portfolio invests in many securities not included in the indices listed.

 The composition, industries and holdings of the Portfolio are subject to
 change. Socially Responsive Portfolio is invested in a wide array of stocks and
 no single holding makes up more than a small fraction of the Portfolio's total
 assets.

 Past performance is no guarantee of future results.

 The investments for the Portfolio are managed by the same portfolio manager(s)
 who manage one or more other mutual funds that have similar names, investment
 objectives and investment styles as the Portfolio. You should be aware that the
 Portfolio is likely to differ from the other mutual funds in size, cash flow
 pattern and tax matters. Accordingly, the holdings and performance of the
 Portfolio can be expected to vary from those of the other mutual funds.

 Neuberger Berman Management Inc.-Registered Trademark- previously absorbed
 certain operating expenses of Neuberger Berman Socially Responsive Fund. Absent
 such arrangement, the total returns would have been less.

                                      A-27
<PAGE>
GLOSSARY OF INDICES

<TABLE>
<S>                                        <C>
S&P 500 INDEX:                             An unmanaged index generally
                                           considered to be representative of
                                           stock market activity.
RUSSELL 1000-REGISTERED TRADEMARK-INDEX:   Measures the performance of the 1,000
                                           largest companies in the Russell
                                           3000-Registered Trademark- Index
                                           (which measures the performance of
                                           the 3,000 largest U.S. companies
                                           based on total market
                                           capitalization). The Russell 1000
                                           Index represents approximately 92% of
                                           the total market capitalization of
                                           the Russell 3000 Index.
RUSSELL 1000-REGISTERED TRADEMARK-VALUE    Measures the performance of those
INDEX:                                     Russell 1000 companies with lower
                                           price-to-book ratios and lower
                                           forecasted growth values.
RUSSELL 2000-REGISTERED TRADEMARK-INDEX:   An unmanaged index consisting of
                                           securities of the 2,000 issuers
                                           having the smallest capitalization in
                                           the Russell 3000-Registered
                                           Trademark- Index, representing
                                           approximately 8% of the Russell 3000
                                           total market capitalization. The
                                           smallest company's market
                                           capitalization is roughly
                                           $178 million.
RUSSELL 2000-REGISTERED TRADEMARK-GROWTH   Measures the performance of those
INDEX:                                     Russell 2000-Registered Trademark-
                                           Index companies with higher
                                           price-to-book ratios and higher
                                           forecasted growth values.
RUSSELL 2000-REGISTERED TRADEMARK-VALUE    Measures the performance of those
INDEX:                                     Russell 2000-Registered Trademark-
                                           Index companies with lower
                                           price-to-book ratios and lower
                                           forecasted growth values.
RUSSELL 1000-REGISTERED TRADEMARK-GROWTH   Measures the performance of the
INDEX:                                     Russell 1000-Registered Trademark-
                                           companies with higher price-to-book
                                           ratios and higher forecasted growth
                                           values.
EAFE-REGISTERED TRADEMARK- INDEX:          Also known as the Morgan Stanley
                                           Capital International Europe,
                                           Australasia, Far East Index. An
                                           unmanaged index of over 1,000 foreign
                                           stock prices. The index is translated
                                           into U.S. dollars and includes
                                           reinvestment of all dividends and
                                           capital gain distributions.
THE RUSSELL MIDCAP-TRADEMARK- GROWTH       An unmanaged index that measures the
INDEX:                                     performance of those Russell Midcap
                                           Index companies with higher
                                           price-to-book ratios and higher
                                           forecasted growth values.
RUSSELL MIDCAP VALUE INDEX:                An unmanaged index that measures the
                                           performance of those Russell Midcap-
                                           Trademark- Index companies with lower
                                           price-to-book ratios and lower
                                           forecasted growth values.
</TABLE>

Please note that indices do not take into account any fees and expenses of the
individual securities that they track and that individuals cannot invest
directly in any index. Data about the performance of these indices are prepared
or obtained by Neuberger Berman Management Inc. and include reinvestment of all
dividends and capital gain distributions. The Portfolio may invest in many
securities not included in the above-described indices.

                                      A-28
<PAGE>
PERFORMANCE HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                                       FOR PERIODS
                                                                                      ENDED 3/31/00
                                                            SIX MONTH       ---------------------------------
                                                             PERIOD               AVERAGE ANNUAL TOTAL
NEUBERGER BERMAN                           INCEPTION          ENDED                    RETURNS(1)
EQUITY FUNDS                                 DATE          2/29/00(1)         1 YR        5 YR        10 YR
<S>                                       <C>           <C>                 <C>         <C>         <C>
- -------------------------------------------------------------------------------------------------------------
FOCUS FUND(2)                              10/19/55          +21.18%         +36.54%    +23.50%     +18.52%
GUARDIAN FUND                               6/1/50           -2.67%          +9.02%     +14.09%     +14.44%
PARTNERS FUND                               1/20/75(3)       -3.28%          +5.92%     +18.38%     +15.15%
SOCIALLY RESPONSIVE FUND(4)                 3/16/94          -9.68%          +6.53%     +18.25%     +15.59% (5)
S&P 500 INDEX(6)                              N/A            +4.11%          +17.94%    +26.75%     +18.82%
RUSSELL 1000 VALUE INDEX(6)                   N/A            -8.88%          +6.34%     +20.97%     +15.99%
CENTURY FUND*                               12/6/99          +23.80%         +28.50%      N/A         N/A
RUSSELL 1000 GROWTH INDEX*(6)                 N/A            +5.86%          +13.44%      N/A         N/A
MANHATTAN FUND                              3/1/79(3)        +90.04%         +94.09%    +29.81%     +20.48%
RUSSELL MIDCAP GROWTH INDEX(6)                N/A            +67.32%         +77.20%    +30.32%     +21.69%
REGENCY FUND**                              6/1/99           +12.35%         +20.92%      N/A         N/A
RUSSELL MIDCAP VALUE INDEX**(6)               N/A            -11.25%         -5.27%       N/A         N/A
GENESIS FUND(4)                             9/27/88          +6.78%          +26.55%    +18.09%     +14.18%
RUSSELL 2000 INDEX(6)                         N/A            +35.82%         +37.29%    +17.24%     +14.44%
MILLENNIUM FUND***                         10/20/98         +126.55%        +161.94%    +170.97%(5)   N/A
RUSSELL 2000 GROWTH INDEX(6)                  N/A            +66.04%         +59.05%      N/A         N/A
INTERNATIONAL FUND(4)                       6/15/94          +60.68%         +69.49%    +21.88%     +17.70% (5)
EAFE INDEX(6)                                 N/A            +13.77%         +25.40%    +12.71%       N/A
</TABLE>

  * THESE ARE CUMULATIVE RETURNS AND ARE NOT ANNUALIZED. THE CUMULATIVE RETURNS
    FOR NEUBERGER BERMAN CENTURY FUND AND THE RUSSELL 1000 GROWTH INDEX ARE FROM
    DECEMBER 6, 1999, WHICH IS THE INCEPTION OF THE FUND, THROUGH FEBRUARY 29,
    2000 AND MARCH 31, 2000, RESPECTIVELY. BECAUSE THIS IS A NEW FUND,
    SHORT-TERM RESULTS MAY NOT BE DUPLICATED. AVERAGE NET ASSETS OF THE
    PORTFOLIO FROM INCEPTION THROUGH MARCH 31, 2000 WERE APPROXIMATELY $22.8
    MILLION. IT MAY BE EASIER TO ACHIEVE HIGHER RETURNS IN A SMALL FUND THAN IN
    A LARGER FUND. WHILE INVESTMENT IN IPOS HAS HAD A POSITIVE IMPACT ON THE
    PERFORMANCE OF THE FUND, AS THE FUND GROWS IN ASSETS, THIS IMPACT WILL
    LIKELY BE DIMINISHED. NEUBERGER BERMAN MANAGEMENT INC. ("NBMI") CURRENTLY
    ABSORBS CERTAIN OPERATING EXPENSES THAT EXCEED, IN THE AGGREGATE, 1.50% OF
    THE AVERAGE DAILY NET ASSETS PER ANNUM OF THE FUND, UNTIL DECEMBER 31, 2002.
    WITHOUT THIS ARRANGEMENT, THE FUND'S RETURNS WOULD HAVE BEEN LESS. THE
    PROSPECTUS CONTAINS A FULL DISCUSSION OF THE RISKS OF INVESTING IN THE FUND.
 ** THESE ARE CUMULATIVE RETURNS AND ARE NOT ANNUALIZED. THE CUMULATIVE RETURNS
    THROUGH MARCH 31, 2000 FOR NEUBERGER BERMAN REGENCY FUND AND THE RUSSELL
    MIDCAP VALUE INDEX ARE FROM JUNE 1, 1999, WHICH IS THE INCEPTION OF THE
    FUND. BECAUSE THIS IS A NEW FUND, SHORT-TERM RESULTS MAY NOT BE DUPLICATED.
    AVERAGE NET ASSETS OF THE PORTFOLIO FROM INCEPTION THROUGH MARCH 31, 2000
    WERE APPROXIMATELY $22.8 MILLION. IT MAY BE EASIER TO ACHIEVE HIGHER RETURNS
    IN A SMALL FUND THAN IN A LARGER FUND. IN PARTICULAR, IPOS HAD A SIGNIFICANT

                                      B-1
<PAGE>
    IMPACT ON THE PERFORMANCE OF THE FUND. NBMI CURRENTLY ABSORBS CERTAIN
    OPERATING EXPENSES THAT EXCEED, IN THE AGGREGATE, 1.50% OF THE AVERAGE DAILY
    NET ASSETS PER ANNUM OF THE FUND, UNTIL DECEMBER 31, 2002. ABSENT THIS
    ARRANGEMENT, THE FUND'S RETURNS WOULD HAVE BEEN LESS.
*** THE START UP OF MILLENNIUM FUND ROUGHLY COINCIDED WITH A PERIOD OF
    ACCELERATED GROWTH IN THE SMALL-CAP GROWTH SECTOR OF THE STOCK MARKET, AND
    ITS INVESTMENT IN IPOS HAD A SIGNIFICANT IMPACT ON PERFORMANCE. THERE CAN BE
    NO ASSURANCE THAT THESE FACTORS WILL CONTINUE TO HAVE A POSITIVE EFFECT ON
    THE FUND. IT MAY BE EASIER TO ACHIEVE HIGHER RETURNS IN A SMALL FUND THAN IN
    A LARGER FUND. NBMI CURRENTLY ABSORBS CERTAIN OPERATING EXPENSES THAT
    EXCEED, IN THE AGGREGATE, 1.75% OF THE AVERAGE DAILY NET ASSETS PER ANNUM OF
    THE FUND ("EXPENSE LIMITATION"), SUBJECT TO 60 DAYS' PRIOR WRITTEN NOTICE.
    ABSENT THIS ARRANGEMENT, THE FUND'S RETURNS WOULD HAVE BEEN LESS. MILLENNIUM
    FUND HAS AGREED TO REPAY MANAGEMENT THROUGH DECEMBER 31, 2000 FOR ITS EXCESS
    OPERATING EXPENSES PREVIOUSLY REIMBURSED BY NBMI, SO LONG AS ITS ANNUAL
    OPERATING EXPENSES DURING THAT PERIOD DO NOT EXCEED THE EXPENSE LIMITATION.
    ABSENT THIS REPAYMENT ARRANGEMENT, THE AVERAGE ANNUAL RETURNS WOULD HAVE
    BEEN HIGHER. BECAUSE OF THE FUND'S AGGRESSIVE INVESTMENT APPROACH, ITS SHARE
    PRICE IS SUBJECT TO GREATER VOLATILITY THAN MAY BE FOUND IN A MORE
    CONSERVATIVE FUND; CONSEQUENTLY, THE FUND'S CURRENT PERFORMANCE MAY BE LESS
    THAN THAT SHOWN.
 1) "Total return" includes reinvestment of dividends and distributions. Results
    represent past performance and do not indicate future results. The value of
    an investment in the Fund and the return on the investment both will
    fluctuate, and redemption proceeds may be higher or lower than an investor's
    original cost.
 2) Prior to November 1, 1991, the investment policies of Neuberger Berman Focus
    Fund required that it invest a substantial portion of its assets in the
    energy field; accordingly, performance results prior to that time do not
    necessarily reflect the level of performance that may be expected under the
    Fund's current investment policies.
 3) These dates reflect when NBMI first became investment adviser to these
    Funds.
 4) NBMI previously absorbed certain operating expenses of Neuberger Berman
    International Fund and Neuberger Berman Socially Responsive Fund. NBMI
    previously agreed to waive a portion of the management fee borne directly by
    Neuberger Berman Genesis Portfolio and indirectly by Neuberger Berman
    Genesis Fund. Absent such arrangements, the average annual total returns for
    the stated periods would have been less.
 5) From inception.
 6) The Russell 1000-Registered Trademark- Index measures the performance of the
    1,000 largest companies in the Russell 3000-Registered Trademark- Index
    (which measures the performance of the 3,000 largest U.S. companies based on
    total market capitalization). The Russell 1000 Index represents
    approximately 92% of the total market capitalization of the Russell 3000
    Index. The Russell 1000 Value Index measures the performance of those
    Russell 1000 companies with lower price-to-book ratios and lower forecasted
    growth values. The S&P 500 Index is widely regarded as the standard for
    measuring large-cap U.S. stock market performance and includes a
    representative sample of leading companies in leading industries. The
    Russell 1000 Growth Index measures the performance of those Russell 1000
    companies with higher price-to-book ratios and higher forecasted growth
    values. The Russell Midcap Growth Index measures the performance of those
    Russell Midcap-Trademark- Index companies with higher price-to-book ratios
    and higher forecasted growth values. The Russell Midcap Value Index measures
    the performance of those Russell Midcap companies with lower price-to-book
    ratios and lower forecasted growth values. The Russell Midcap Index measures
    the performance of the 800 smallest companies in the Russell 1000 Index,
    which represents approximately 26% of the total market capitalization of the
    Russell 1000 Index (which, in turn, consists of the 1,000 largest U.S.
    companies, based on market capitalization). The Russell 2000 Index is an
    unmanaged index consisting of the securities of the 2,000 issuers having the
    smallest capitalization in the Russell 3000 Index, representing
    approximately 8% of the Russell 3000 total market capitalization. The
    smallest company's market capitalization is roughly $178 million. The
    Russell 2000 Growth Index measures the performance of those Russell 2000
    Index companies with higher price-to-book ratios and higher forecasted
    growth values. The EAFE Index, also known as the Morgan Stanley Capital
    International Europe, Australasia, Far East Index, is an unmanaged index of
    over 1,000 foreign stock prices and is translated into U.S. dollars. Please
    note

                                      B-2
<PAGE>
    that indices do not take into account any fees and expenses of investing in
    the individual securities that they track, and that individuals cannot
    invest directly in any index. Data about the performance of these indices
    are prepared or obtained by NBMI and include reinvestment of all dividends
    and distributions. The Portfolios may invest in many securities not included
    in the above-described indices.

    THE RISKS INVOLVED IN SEEKING CAPITAL APPRECIATION FROM INVESTMENTS
    PRIMARILY IN COMPANIES WITH SMALL OR MEDIUM MARKET CAPITALIZATION OR THAT
    ARE BASED OUTSIDE THE U.S. ARE SET FORTH IN THE PROSPECTUS.

                                      B-3
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
Neuberger Berman
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                       CENTURY    FOCUS     GENESIS    GUARDIAN
(000'S OMITTED EXCEPT PER SHARE AMOUNTS)                                                FUND       FUND       FUND       FUND
<S>                                                                                    <C>      <C>         <C>       <C>
                                                                                       -----------------------------------------
ASSETS
      Investment in corresponding Portfolio, at value (Note A)                         $28,829  $1,499,354  $676,345  $2,588,521
      Receivable for Trust shares sold                                                    214        2,965    2,057        1,038
                                                                                       -----------------------------------------
                                                                                       29,043    1,502,319  678,402    2,589,559
                                                                                       -----------------------------------------
LIABILITIES
      Payable for Trust shares redeemed                                                    15        1,227    2,182        7,156
      Payable to administrator  -- net (Note B)                                             2          296      138          558
      Accrued expenses                                                                     13          461      446        1,248
                                                                                       -----------------------------------------
                                                                                           30        1,984    2,766        8,962
                                                                                       -----------------------------------------
NET ASSETS at value                                                                    $29,013  $1,500,335  $675,636  $2,580,597
                                                                                       -----------------------------------------

NET ASSETS consist of:
      Par value                                                                        $    2   $       39  $    44   $      153
      Paid-in capital in excess of par value                                           26,037      774,585  589,574    2,203,898
      Accumulated undistributed net investment income (loss)                              (17)        (915)    (506)       1,848
      Accumulated net realized gains (losses) on investment                               (15)     163,844  (30,715)     263,763
      Net unrealized appreciation in value of investment                                3,006      562,782  117,239      110,935
                                                                                       -----------------------------------------
NET ASSETS at value                                                                    $29,013  $1,500,335  $675,636  $2,580,597
                                                                                       -----------------------------------------

SHARES OUTSTANDING
      ($.001 par value; unlimited shares authorized)                                    2,344       38,973   44,204      152,848
                                                                                       -----------------------------------------

NET ASSET VALUE, offering and redemption price per share                               $12.38       $38.50   $15.28       $16.88
                                                                                       -----------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-4
<PAGE>
                                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                                     SOCIALLY
                                        INTERNATIONAL  MANHATTAN   MILLENNIUM   PARTNERS   REGENCY  RESPONSIVE
                                            FUND          FUND        FUND        FUND      FUND       FUND
<S>                                     <C>            <C>         <C>         <C>         <C>      <C>
                                        ----------------------------------------------------------------------
ASSETS
      Investment in corresponding
        Portfolio, at value (Note A)      $228,635     $1,100,208   $326,493   $2,246,317  $8,535    $103,319
      Receivable for Trust shares sold      11,299         2,292       2,809         940      113         196
                                        ----------------------------------------------------------------------
                                           239,934     1,102,500     329,302   2,247,257    8,648     103,515
                                        ----------------------------------------------------------------------
LIABILITIES
      Payable for Trust shares
        redeemed                               122         1,547         266       6,600        2         103
      Payable to administrator  -- net
        (Note B)                                45           204          57         485        6          22
      Accrued expenses                          88           345          77         999       19          85
                                        ----------------------------------------------------------------------
                                               255         2,096         400       8,084       27         210
                                        ----------------------------------------------------------------------
NET ASSETS at value                       $239,679     $1,100,404   $328,902   $2,239,173  $8,621    $103,305
                                        ----------------------------------------------------------------------

NET ASSETS consist of:
      Par value                           $      9     $      52    $      8   $     100   $    1    $      6
      Paid-in capital in excess of par
        value                              126,237       485,930     186,380   2,034,409    8,310      89,408
      Accumulated undistributed net
        investment income (loss)            (1,009)       (2,095)       (779)      9,328        2         (22)
      Accumulated net realized gains
        (losses) on investment               3,962        82,651      22,249      60,869      (40)         63
      Net unrealized appreciation in
        value of investment                110,480       533,866     121,044     134,467      348      13,850
                                        ----------------------------------------------------------------------
NET ASSETS at value                       $239,679     $1,100,404   $328,902   $2,239,173  $8,621    $103,305
                                        ----------------------------------------------------------------------

SHARES OUTSTANDING
      ($.001 par value; unlimited
        shares authorized)                   8,986        51,786       7,932     100,344      795       5,604
                                        ----------------------------------------------------------------------

NET ASSET VALUE, offering and
  redemption price per share                $26.67        $21.25      $41.46      $22.31   $10.84      $18.43
                                        ----------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-5
<PAGE>
STATEMENTS OF OPERATIONS
Neuberger Berman
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                            CENTURY         FOCUS
                                                                                             FUND            FUND
                                                                                            For the
                                                                                          Period from
                                                                                       December 6, 1999    For the
                                                                                         (Commencement    Six Months
                                                                                       of Operations) to    Ended
                                                                                         February 29,    February 29,
                                                                                             2000            2000
(000'S OMITTED)                                                                           (UNAUDITED)    (UNAUDITED)
<S>                                                                                    <C>               <C>
                                                                                       ------------------------------
INVESTMENT INCOME
    Investment income from corresponding Portfolio (Note A)                               $       40      $    5,416
                                                                                       ------------------------------
    Expenses:
      Administration fee (Note B)                                                                 10           1,837
      Auditing fees                                                                                2               4
      Custodian fees                                                                               2               5
      Legal fees                                                                                  21               4
      Registration and filing fees                                                                33              23
      Reimbursement of expenses previously assumed by administrator (Note B)                      --              --
      Shareholder reports                                                                          7              71
      Shareholder servicing agent fees                                                             2             395
      Trustees' fees and expenses                                                                  1              10
      Miscellaneous                                                                               --             131
      Expenses from corresponding Portfolio (Notes A & B)                                         44           3,617
                                                                                       ------------------------------
        Total expenses                                                                           122           6,097
      Expenses reimbursed by administrator and/or reduced by custodian fee expense
        offset arrangement (Note B)                                                              (65)             (4)
                                                                                       ------------------------------
        Total net expenses                                                                        57           6,093
                                                                                       ------------------------------
        Net investment income (loss)                                                             (17)           (677)
                                                                                       ------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS FROM CORRESPONDING PORTFOLIO
  (NOTE A)
    Net realized gain (loss) on investment securities                                            (15)        168,988
    Net realized loss on option contracts                                                         --             (15)
    Net realized loss on financial futures contracts                                              --              --
    Net realized loss on foreign currency transactions                                            --              --
    Change in net unrealized appreciation (depreciation) of investment securities,
      financial futures contracts, option contracts, and translation of assets and
      liabilities in foreign currencies                                                        3,006         105,081
                                                                                       ------------------------------
        Net gain (loss) on investments from corresponding Portfolio (Note A)                   2,991         274,054
                                                                                       ------------------------------
        Net increase (decrease) in net assets resulting from operations                   $    2,974      $  273,377
                                                                                       ------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-6
<PAGE>
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                      GENESIS      GUARDIAN    INTERNATIONAL
                                                       FUND          FUND          FUND
                                                      For the       For the       For the
                                                    Six Months    Six Months    Six Months
                                                       Ended         Ended         Ended
                                                   February 29,  February 29,  February 29,
                                                       2000          2000          2000
                                                    (UNAUDITED)   (UNAUDITED)   (UNAUDITED)
<S>                                                <C>           <C>           <C>
                                                   -----------------------------------------
INVESTMENT INCOME
    Investment income from corresponding Portfolio
      (Note A)                                     $      4,451  $     23,888  $        567
                                                   -----------------------------------------
    Expenses:
      Administration fee (Note B)                           961         4,059           209
      Auditing fees                                           4             4             4
      Custodian fees                                          5             5             5
      Legal fees                                              4             3             4
      Registration and filing fees                           26            36            23
      Reimbursement of expenses previously assumed
        by administrator (Note B)                            --            --            --
      Shareholder reports                                    69           193            21
      Shareholder servicing agent fees                      684         1,329            67
      Trustees' fees and expenses                             6            18             3
      Miscellaneous                                          73           321            12
      Expenses from corresponding Portfolio
        (Notes A & B)                                     2,795         7,302           821
                                                   -----------------------------------------
        Total expenses                                    4,627        13,270         1,169
      Expenses reimbursed by administrator and/or
        reduced by custodian fee expense offset
        arrangement (Note B)                                 --            (4)           --
                                                   -----------------------------------------
        Total net expenses                                4,627        13,266         1,169
                                                   -----------------------------------------
        Net investment income (loss)                       (176)       10,622          (602)
                                                   -----------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  FROM CORRESPONDING PORTFOLIO (NOTE A)
    Net realized gain (loss) on investment
      securities                                         28,243       331,762         4,331
    Net realized loss on option contracts                    --       (63,239)           --
    Net realized loss on financial futures
      contracts                                              --        (4,382)         (221)
    Net realized loss on foreign currency
      transactions                                           --            --            (3)
    Change in net unrealized appreciation
      (depreciation) of investment securities,
      financial futures contracts, option
      contracts, and translation of assets and
      liabilities in foreign currencies                  14,577      (329,769)       75,569
                                                   -----------------------------------------
        Net gain (loss) on investments from
          corresponding Portfolio (Note A)               42,820       (65,628)       79,676
                                                   -----------------------------------------
        Net increase (decrease) in net assets
          resulting from operations                $     42,644  $    (55,006) $     79,074
                                                   -----------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-7
<PAGE>
STATEMENTS OF OPERATIONS(Cont'd)
Neuberger Berman
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                        MANHATTAN    MILLENNIUM
                                                                                           FUND         FUND
                                                                                         For the      For the
                                                                                        Six Months   Six Months
                                                                                          Ended        Ended
                                                                                       February 29, February 29,
                                                                                           2000         2000
(000'S OMITTED)                                                                        (UNAUDITED)  (UNAUDITED)
<S>                                                                                    <C>          <C>
                                                                                       -------------------------
INVESTMENT INCOME
    Investment income from corresponding Portfolio (Note A)                             $    1,367   $      359
                                                                                       -------------------------
    Expenses:
      Administration fee (Note B)                                                              943          192
      Auditing fees                                                                              5            3
      Custodian fees                                                                             5            5
      Legal fees                                                                                 7            5
      Registration and filing fees                                                              28           39
      Reimbursement of expenses previously assumed by administrator (Note B)                    --          102
      Shareholder reports                                                                       66           15
      Shareholder servicing agent fees                                                         325           65
      Trustees' fees and expenses                                                                6            3
      Miscellaneous                                                                             52            8
      Expenses from corresponding Portfolio (Notes A & B)                                    2,026          703
                                                                                       -------------------------
        Total expenses                                                                       3,463        1,140
      Expenses reimbursed by administrator and/or reduced by custodian fee expense
        offset arrangement (Note B)                                                             (1)          (2)
                                                                                       -------------------------
        Total net expenses                                                                   3,462        1,138
                                                                                       -------------------------
        Net investment income (loss)                                                        (2,095)        (779)
                                                                                       -------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS FROM CORRESPONDING PORTFOLIO
  (NOTE A)
    Net realized gain (loss) on investment securities                                       85,114       23,507
    Net realized loss on option contracts                                                       --           --
    Net realized loss on financial futures contracts                                            --           --
    Net realized loss on foreign currency transactions                                          --           --
    Change in net unrealized appreciation (depreciation) of investment securities,
      financial futures contracts, option contracts, and translation of assets and
      liabilities in foreign currencies                                                    422,648      115,136
                                                                                       -------------------------
        Net gain (loss) on investments from corresponding Portfolio (Note A)               507,762      138,643
                                                                                       -------------------------
        Net increase (decrease) in net assets resulting from operations                 $  505,667   $  137,864
                                                                                       -------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-8
<PAGE>
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                 SOCIALLY
                                                     PARTNERS       REGENCY     RESPONSIVE
                                                       FUND          FUND          FUND
                                                      For the       For the       For the
                                                    Six Months    Six Months    Six Months
                                                       Ended         Ended         Ended
                                                   February 29,  February 29,  February 29,
                                                       2000          2000          2000
                                                    (UNAUDITED)   (UNAUDITED)   (UNAUDITED)
<S>                                                <C>           <C>           <C>
                                                   -----------------------------------------
INVESTMENT INCOME
    Investment income from corresponding Portfolio
      (Note A)                                     $     20,396  $         63  $        639
                                                   -----------------------------------------
    Expenses:
      Administration fee (Note B)                         3,412            10           148
      Auditing fees                                           4             2             4
      Custodian fees                                          5             5             5
      Legal fees                                              5             7             6
      Registration and filing fees                           24            10            25
      Reimbursement of expenses previously assumed
        by administrator (Note B)                            --            --            --
      Shareholder reports                                   153            18            21
      Shareholder servicing agent fees                    1,104             6            63
      Trustees' fees and expenses                            16             1             3
      Miscellaneous                                         258             2            11
      Expenses from corresponding Portfolio
        (Notes A & B)                                     6,224            35           378
                                                   -----------------------------------------
        Total expenses                                   11,205            96           664
      Expenses reimbursed by administrator and/or
        reduced by custodian fee expense offset
        arrangement (Note B)                                 (8)          (39)           --
                                                   -----------------------------------------
        Total net expenses                               11,197            57           664
                                                   -----------------------------------------
        Net investment income (loss)                      9,199             6           (25)
                                                   -----------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  FROM CORRESPONDING PORTFOLIO (NOTE A)
    Net realized gain (loss) on investment
      securities                                         73,574            (3)          122
    Net realized loss on option contracts                    --            --            --
    Net realized loss on financial futures
      contracts                                              --            --            --
    Net realized loss on foreign currency
      transactions                                           --            --            --
    Change in net unrealized appreciation
      (depreciation) of investment securities,
      financial futures contracts, option
      contracts, and translation of assets and
      liabilities in foreign currencies                (156,914)          849       (11,334)
                                                   -----------------------------------------
        Net gain (loss) on investments from
          corresponding Portfolio (Note A)              (83,340)          846       (11,212)
                                                   -----------------------------------------
        Net increase (decrease) in net assets
          resulting from operations                $    (74,141) $        852  $    (11,237)
                                                   -----------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-9
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
Neuberger Berman
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                                        CENTURY FUND           FOCUS FUND
                                                                                         Period from
                                                                                      December 6, 1999
                                                                                        (Commencement    Six Months
                                                                                      of Operations) to    Ended         Year
                                                                                        February 29,    February 29,    Ended
                                                                                            2000            2000      AUGUST 31,
(000'S OMITTED)                                                                          (UNAUDITED)    (UNAUDITED)      1999
<S>                                                                                   <C>               <C>          <C>
                                                                                      -------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)                                                          $       (17)  $      (677) $       414
    Net realized gain (loss) on investments from corresponding Portfolio (Note A)                 (15)      168,973      187,154
    Change in net unrealized appreciation (depreciation) of investments from
      corresponding Portfolio (Note A)                                                          3,006       105,081      227,003
                                                                                      -------------------------------------------
    Net increase (decrease) in net assets resulting from operations                             2,974       273,377      414,571
                                                                                      -------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                                                                          --          (356)      (3,445)
    Net realized gain on investments                                                               --      (188,772)     (75,412)
                                                                                      -------------------------------------------
    Total distributions to shareholders                                                            --      (189,128)     (78,857)
                                                                                      -------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                                                                  27,204       102,527      129,052
    Proceeds from reinvestment of dividends and distributions                                      --       165,993       69,014
    Payments for shares redeemed                                                               (1,165)     (179,042)    (327,093)
                                                                                      -------------------------------------------
    Net increase (decrease) from Trust share transactions                                      26,039        89,478     (129,027)
                                                                                      -------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS                                                          29,013       173,727      206,687
NET ASSETS:
    Beginning of period                                                                            --     1,326,608    1,119,921
                                                                                      -------------------------------------------
    End of period                                                                         $    29,013   $ 1,500,335  $ 1,326,608
                                                                                      -------------------------------------------
    Accumulated undistributed net investment income (loss) at end of period               $       (17)  $      (915) $       118
                                                                                      -------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                                                                        2,443         2,699        3,650
    Issued on reinvestment of dividends and distributions                                          --         4,398        1,951
    Redeemed                                                                                      (99)       (4,722)      (9,296)
                                                                                      -------------------------------------------
    Net increase (decrease) in shares outstanding                                               2,344         2,375       (3,695)
                                                                                      -------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-10
<PAGE>
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                               GENESIS FUND              GUARDIAN FUND          INTERNATIONAL FUND
                                          Six Months                Six Months                Six Months
                                            Ended         Year        Ended         Year        Ended         Year
                                         February 29,    Ended     February 29,    Ended     February 29,    Ended
                                             2000      August 31,      2000      August 31,      2000      August 31,
                                         (UNAUDITED)      1999     (UNAUDITED)      1999     (UNAUDITED)      1999
<S>                                      <C>          <C>          <C>          <C>          <C>          <C>
                                         -----------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)         $      (176) $     6,133  $    10,622  $    28,879  $      (602) $      (504)
    Net realized gain (loss) on
      investments from corresponding
      Portfolio (Note A)                      28,243      (58,582)     264,141      761,289        4,107       11,645
    Change in net unrealized
      appreciation (depreciation) of
      investments from corresponding
      Portfolio (Note A)                      14,577      235,324     (329,769)     244,338       75,569       12,310
                                         -----------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations        42,644      182,875      (55,006)   1,034,506       79,074       23,451
                                         -----------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                     (4,065)      (9,718)     (15,488)     (27,356)         (79)          --
    Net realized gain on investments              --      (27,534)    (747,250)    (663,907)      (1,664)         (86)
                                         -----------------------------------------------------------------------------
    Total distributions to shareholders       (4,065)     (37,252)    (762,738)    (691,263)      (1,743)         (86)
                                         -----------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                 94,807      237,870      138,519      317,386      242,165      170,346
    Proceeds from reinvestment of
      dividends and distributions              3,650       33,074      706,675      637,856        1,616           79
    Payments for shares redeemed            (312,655)    (644,388)    (887,886)  (2,068,212)    (193,949)    (206,780)
                                         -----------------------------------------------------------------------------
    Net increase (decrease) from Trust
      share transactions                    (214,198)    (373,444)     (42,692)  (1,112,970)      49,832      (36,355)
                                         -----------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS       (175,619)    (227,821)    (860,436)    (769,727)     127,163      (12,990)
NET ASSETS:
    Beginning of period                      851,255    1,079,076    3,441,033    4,210,760      112,516      125,506
                                         -----------------------------------------------------------------------------
    End of period                        $   675,636  $   851,255  $ 2,580,597  $ 3,441,033  $   239,679  $   112,516
                                         -----------------------------------------------------------------------------
    Accumulated undistributed net
      investment income (loss) at end of
      period                             $      (506) $     3,735  $     1,848  $     6,714  $    (1,009) $      (328)
                                         -----------------------------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                       6,610       17,134        6,674       13,413       11,246       11,513
    Issued on reinvestment of dividends
      and distributions                          257        2,369       39,124       28,622           71            5
    Redeemed                                 (21,815)     (46,885)     (44,384)     (88,128)      (9,043)     (13,865)
                                         -----------------------------------------------------------------------------
    Net increase (decrease) in shares
      outstanding                            (14,948)     (27,382)       1,414      (46,093)       2,274       (2,347)
                                         -----------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-11
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS(Cont'd)
Neuberger Berman
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                             MILLENNIUM FUND
                                 MANHATTAN FUND                       Period from
                             Six Months                Six Months  October 20, 1998
                               Ended         Year        Ended       (Commencement
                            February 29,    Ended     February 29, of Operations) to
                                2000      August 31,      2000        August 31,
(000'S OMITTED)             (UNAUDITED)      1999     (UNAUDITED)        1999
<S>                         <C>          <C>          <C>          <C>
                            --------------------------------------------------------
INCREASE (DECREASE) IN NET
  ASSETS:

FROM OPERATIONS:
    Net investment income
      (loss)                $    (2,095) $    (2,832) $      (779)     $      (328)
    Net realized gain
      (loss) on investments
      from corresponding
      Portfolio (Note A)         85,114       53,255       23,507            7,970
    Change in net
      unrealized
      appreciation
      (depreciation) of
      investments from
      corresponding
      Portfolio (Note A)        422,648      122,884      115,136            5,908
                            --------------------------------------------------------
    Net increase (decrease)
      in net assets
      resulting from
      operations                505,667      173,307      137,864           13,550
                            --------------------------------------------------------
DISTRIBUTIONS TO
  SHAREHOLDERS FROM:
    Net investment income            --           --           --               --
    Net realized gain on
      investments               (55,413)     (40,870)      (8,900)              --
                            --------------------------------------------------------
    Total distributions to
      shareholders              (55,413)     (40,870)      (8,900)              --
                            --------------------------------------------------------
FROM TRUST SHARE
  TRANSACTIONS:
    Proceeds from shares
      sold                      157,095       71,250      192,947           64,149
    Proceeds from
      reinvestment of
      dividends and
      distributions              51,240       37,860        8,610               --
    Payments for shares
      redeemed                 (124,145)    (152,235)     (68,065)         (11,253)
                            --------------------------------------------------------
    Net increase (decrease)
      from Trust share
      transactions               84,190      (43,125)     133,492           52,896
                            --------------------------------------------------------
NET INCREASE (DECREASE) IN
  NET ASSETS                    534,444       89,312      262,456           66,446
NET ASSETS:
    Beginning of period         565,960      476,648       66,446               --
                            --------------------------------------------------------
    End of period           $ 1,100,404  $   565,960  $   328,902      $    66,446
                            --------------------------------------------------------
    Accumulated
      undistributed net
      investment income
      (loss) at end of
      period                $    (2,095) $        --  $      (779)     $        --
                            --------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                          9,336        6,259        6,496            4,097
    Issued on reinvestment
      of dividends and
      distributions               3,391        3,301          302               --
    Redeemed                     (7,835)     (13,292)      (2,275)            (688)
                            --------------------------------------------------------
    Net increase (decrease)
      in shares outstanding       4,892       (3,732)       4,523            3,409
                            --------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-12
<PAGE>
- ----------------------------------------------------------------------
          Equity Funds

<TABLE>
<CAPTION>
                                                                            REGENCY FUND                  SOCIALLY
                                               PARTNERS FUND                       Period from         RESPONSIVE FUND
                                          Six Months                Six Months    June 1, 1999     Six Months
                                            Ended         Year        Ended       (Commencement      Ended         Year
                                         February 29,    Ended     February 29, of Operations) to February 29,    Ended
                                             2000      August 31,      2000        August 31,         2000      August 31,
                                         (UNAUDITED)      1999     (UNAUDITED)        1999        (UNAUDITED)      1999
<S>                                      <C>          <C>          <C>          <C>               <C>          <C>
                                         ----------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)         $     9,199  $    29,186  $         6     $        10    $       (25) $       134
    Net realized gain (loss) on
      investments from corresponding
      Portfolio (Note A)                      73,574      304,202           (3)             72            122        4,788
    Change in net unrealized
      appreciation (depreciation) of
      investments from corresponding
      Portfolio (Note A)                    (156,914)     381,420          849            (501)       (11,334)      25,901
                                         ----------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations       (74,141)     714,808          852            (419)       (11,237)      30,823
                                         ----------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                    (29,057)          --          (14)             --           (113)        (355)
    Net realized gain on investments        (310,615)    (282,180)        (109)             --         (4,899)      (4,467)
                                         ----------------------------------------------------------------------------------
    Total distributions to shareholders     (339,672)    (282,180)        (123)             --         (5,012)      (4,822)
                                         ----------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                 78,959      350,742        3,217           8,590         18,907       38,284
    Proceeds from reinvestment of
      dividends and distributions            325,366      268,026           99              --          4,824        4,361
    Payments for shares redeemed            (605,697)  (1,009,715)      (3,367)           (228)       (23,077)     (32,244)
                                         ----------------------------------------------------------------------------------
    Net increase (decrease) from Trust
      share transactions                    (201,372)    (390,947)         (51)          8,362            654       10,401
                                         ----------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS       (615,185)      41,681          678           7,943        (15,595)      36,402
NET ASSETS:
    Beginning of period                    2,854,358    2,812,677        7,943              --        118,900       82,498
                                         ----------------------------------------------------------------------------------
    End of period                        $ 2,239,173  $ 2,854,358  $     8,621     $     7,943    $   103,305  $   118,900
                                         ----------------------------------------------------------------------------------
    Accumulated undistributed net
      investment income (loss) at end of
      period                             $     9,328  $    29,186  $         2     $        10    $       (22) $       116
                                         ----------------------------------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                       3,183       13,336          312             831            943        1,926
    Issued on reinvestment of dividends
      and distributions                       13,952       10,691           10              --            245          224
    Redeemed                                 (24,834)     (38,449)        (336)            (22)        (1,159)      (1,630)
                                         ----------------------------------------------------------------------------------
    Net increase (decrease) in shares
      outstanding                             (7,699)     (14,422)         (14)            809             29          520
                                         ----------------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      B-13
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------
          Equity Funds

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL: Neuberger Berman Century Fund ("Century"), Neuberger Berman Focus
   Fund ("Focus"), Neuberger Berman Genesis Fund ("Genesis"), Neuberger Berman
   Guardian Fund ("Guardian"), Neuberger Berman International Fund
   ("International"), Neuberger Berman Manhattan Fund ("Manhattan"), Neuberger
   Berman Millennium Fund ("Millennium"), Neuberger Berman Partners Fund
   ("Partners"), Neuberger Berman Regency Fund ("Regency"), and Neuberger Berman
   Socially Responsive Fund ("Socially Responsive") (collectively, the "Funds")
   are separate operating series of Neuberger Berman Equity Funds (the "Trust"),
   a Delaware business trust organized pursuant to a Trust Instrument dated
   December 23, 1992. The Trust is registered as a diversified, open-end
   management investment company under the Investment Company Act of 1940, as
   amended (the "1940 Act"), and its shares are registered under the Securities
   Act of 1933, as amended (the "1933 Act"). Century, Millennium, and Regency
   had no operations until December 6, 1999, October 20, 1998, and June 1, 1999,
   respectively, other than matters relating to their organization and
   registration as diversified, open-end management investment companies under
   the 1940 Act, and registration of their shares under the 1933 Act. The
   trustees of the Trust may establish additional series or classes of shares
   without the approval of shareholders.
      The assets of each Fund belong only to that Fund, and the liabilities of
   each Fund are borne solely by that Fund and no other.
      Each Fund seeks to achieve its investment objective by investing all of
   its net investable assets in its corresponding portfolio of Equity Managers
   Trust (Global Managers Trust with respect to International) (each a
   "Portfolio") having the same investment objective and policies as the Fund.
   The value of each Fund's investment in its corresponding Portfolio reflects
   that Fund's proportionate interest in the net assets of that Portfolio
   (93.10%, 86.70%, 43.98%, 70.51%, 98.02%, 89.70%, 95.28%, 76.24%, 24.31%, and
   80.80%, for Century, Focus, Genesis, Guardian, International, Manhattan,
   Millennium, Partners, Regency, and Socially Responsive, respectively, at
   February 29, 2000). On November 16, 1999, 63.72% of Neuberger Berman Socially
   Responsive Portfolio was held by another regulated investment company, which
   redeemed its interest in the Portfolio through a redemption in kind on that
   date. Neuberger Berman Management Inc. ("Management") carried out this
   transaction in a way that minimized the effect on the Portfolio. The
   performance of each Fund is directly affected by the performance

                                      B-14
<PAGE>
   of its corresponding Portfolio. The financial statements of each Portfolio,
   including the Schedule of Investments, are included elsewhere in this report
   and should be read in conjunction with the corresponding Fund's financial
   statements.
2) PORTFOLIO VALUATION: Each Fund records its investment in its corresponding
   Portfolio at value. Investment securities held by each Portfolio are valued
   as indicated in the notes following the Portfolios' Schedule of Investments.
3) TAXES: The Funds are treated as separate entities for U.S. Federal income tax
   purposes. It is the policy of Focus, Genesis, Guardian, International,
   Manhattan, Millennium, Partners, Regency, and Socially Responsive to continue
   to and the intention of Century to qualify as regulated investment companies
   by complying with the provisions available to certain investment companies,
   as defined in applicable sections of the Internal Revenue Code, and to make
   distributions of investment company taxable income and net capital gains
   (after reduction for any amounts available for U.S. Federal income tax
   purposes as capital loss carryforwards) sufficient to relieve it from all, or
   substantially all, U.S. Federal income taxes. Accordingly, each Fund paid no
   U.S. Federal income taxes and no provision for U.S. Federal income taxes was
   required.
4) DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: Each Fund earns income, net of
   Portfolio expenses, daily on its investment in its corresponding Portfolio.
   Income dividends and distributions from net realized capital gains, if any,
   are normally distributed in December. Guardian generally distributes
   substantially all of its net investment income, if any, at the end of each
   calendar quarter. Income dividends and capital gain distributions to
   shareholders are recorded on the ex-dividend date. To the extent each Fund's
   net realized capital gains, if any, can be offset by capital loss
   carryforwards ($3,865,978 expiring in 2007 for Genesis, determined as of
   August 31, 1999), it is the policy of each Fund not to distribute such gains.
      Each Fund distinguishes between dividends on a tax basis and a financial
   reporting basis and only distributions in excess of tax basis earnings and
   profits are reported in the financial statements as a return of capital.
   Differences in the recognition or classification of income between the
   financial statements and tax earnings and profits which result in temporary
   over-distributions for financial statement purposes are classified as
   distributions in excess of net investment income or accumulated net realized
   gains.
5) EXPENSE ALLOCATION: Each Fund bears all costs of its operations. Expenses
   incurred by the Trust with respect to any two or more Funds are allocated in
   proportion to the net assets of such Funds, except where a more appropriate
   allocation of expenses to each Fund can otherwise be made fairly. Expenses
   directly attributable to a Fund are charged to that Fund.

                                      B-15
<PAGE>
6) OTHER: All net investment income and realized and unrealized capital gains
   and losses of each Portfolio are allocated pro rata among its respective
   Funds and any other investors in the Portfolio.

NOTE B -- ADMINISTRATION FEES, DISTRIBUTION ARRANGEMENTS, AND OTHER TRANSACTIONS
          WITH AFFILIATES:
   Each Fund retains Management as its administrator under an Administration
Agreement ("Agreement"). Pursuant to this Agreement each Fund pays Management an
administration fee at the annual rate of 0.26% of that Fund's average daily net
assets. Each Fund indirectly pays for investment management services through its
investment in its corresponding Portfolio (see Note B of Notes to Financial
Statements of the Portfolios).
   Management has voluntarily undertaken to reimburse Century, International,
Millennium, and Regency for their operating expenses plus their pro rata portion
of their corresponding Portfolio's operating expenses (including the fees
payable to Management, but excluding interest, taxes, brokerage commissions, and
extraordinary expenses) ("Operating Expenses") which exceed, in the aggregate,
1.50%, 1.70%, 1.75%, and 1.50%, respectively, per annum of their average daily
net assets (each an "Expense Limitation"). The undertakings for International
and Millennium are subject to termination by Management upon at least 60 days'
prior written notice to the Fund. Millennium has agreed to repay Management
through December 31, 2000, for its excess Operating Expenses previously
reimbursed by Management through December 31, 1999, so long as Millennium's
annual Operating Expenses during that period do not exceed its Expense
Limitation. For the six months ended February 29, 2000, Millennium reimbursed
Management $102,478 under this agreement. At February 29, 2000, Millennium has
no remaining contingent liability to Management under the agreement. For the six
months ended February 29, 2000, there was no reimbursement to International by
Management. For Century and Regency, Management has contractually undertaken to
reimburse any excess Operating Expenses through December 31, 2002. For the
period ended February 29, 2000, such excess expenses amounted to $64,965 and
$37,739 for Century and Regency, respectively. Century and Regency each have
agreed to repay Management through December 31, 2005, for their excess Operating
Expenses previously reimbursed by Management, so long as their annual Operating
Expenses during that period do not exceed their Expense Limitations, and the
repayments are made within three years after the year in which Management issued
the reimbursement. During the period ended February 29, 2000, neither Century
nor Regency reimbursed Management.
   Management and Neuberger Berman, LLC ("Neuberger"), a member firm of The New
York Stock Exchange and sub-adviser to each Portfolio, are wholly owned
subsidiaries of Neuberger Berman Inc., a publicly held company. Several
individuals who are officers and/or trustees of the Trust are also employees of
Neuberger and/or Management.

                                      B-16
<PAGE>
   Each Fund also has a distribution agreement with Management. Management
receives no compensation therefor and no commissions for sales or redemptions of
shares of beneficial interest of each Fund.
   Each Portfolio has an expense offset arrangement in connection with its
custodian contract. The impact of this arrangement, reflected in the Statements
of Operations under the caption Expenses from corresponding Portfolio, was a
reduction of $417, $3,775, $69, $3,783, $489, $810, $2,200, $8,104, $729, and
$302, for Century, Focus, Genesis, Guardian, International, Manhattan,
Millennium, Partners, Regency, and Socially Responsive, respectively.

NOTE C -- INVESTMENT TRANSACTIONS:
   During the six months ended February 29, 2000, additions and reductions in
each Fund's investment in its corresponding Portfolio were as follows:

<TABLE>
<CAPTION>
                                                  ADDITIONS       REDUCTIONS
- -----------------------------------------------------------------------------
<S>                                              <C>             <C>
CENTURY                                          $ 25,939,000    $     96,000

FOCUS                                              25,947,000     130,265,000

GENESIS                                             4,724,000     220,952,000

GUARDIAN                                              310,000     809,661,000

INTERNATIONAL                                     124,106,000      87,106,000

MANHATTAN                                          82,411,000      55,144,000

MILLENNIUM                                        139,008,000      16,854,000

PARTNERS                                                   --     541,605,000

REGENCY                                             2,327,000       2,591,000

SOCIALLY RESPONSIVE                                 9,367,000      13,712,000
</TABLE>

   At February 29, 2000, Neuberger Berman International Portfolio's cost of
investments for U.S. Federal income tax purposes was $132,767,000. Gross
unrealized appreciation of investments was $116,605,000 and gross unrealized
depreciation of investments was $4,545,000, resulting in net unrealized
appreciation of $112,060,000, based on cost for U.S. Federal income tax
purposes.

NOTE D -- UNAUDITED FINANCIAL INFORMATION:
   The financial information included in this interim report is taken from the
records of each Fund without audit by independent accountants/auditors. Annual
reports contain audited financial statements.

                                      B-17
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Century Fund(1)
   The following table includes selected data for a share outstanding throughout
the period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                                 Period from
                                             December 6, 1999(2)
                                               to February 29,
                                                    2000
                                                 (UNAUDITED)
<S>                                          <C>
                                             -------------------
Net Asset Value, Beginning of Period                $10.00
                                             -------------------
Income From Investment Operations
    Net Investment Loss                               (.01)
    Net Gains or Losses on Securities
     (both realized and unrealized)                   2.39
                                             -------------------
      Total From Investment Operations                2.38
                                             -------------------
Net Asset Value, End of Period                      $12.38
                                             -------------------
Total Return(3)(4)                                  +23.80%
                                             -------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                      $ 29.0
                                             -------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)(6)                                 1.51%
                                             -------------------
    Ratio of Net Expenses to Average Net
     Assets(6)(7)                                     1.50%
                                             -------------------
    Ratio of Net Investment Loss to
     Average Net Assets(6)                            (.45%)
                                             -------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-18
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Focus Fund(1)(8)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                        Year Ended August 31,
                                             (UNAUDITED)       1999        1998        1997        1996       1995
<S>                                          <C>             <C>         <C>         <C>         <C>         <C>
                                             ----------------------------------------------------------------------
Net Asset Value, Beginning of Period           $  36.25      $  27.79    $  38.89    $  28.46    $  28.88    $24.42
                                             ----------------------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                   (.02)          .02         .10         .08         .19       .17
    Net Gains or Losses on Securities
     (both realized and unrealized)                7.59         10.50       (6.21)      12.00         .85      5.97
                                             ----------------------------------------------------------------------
      Total From Investment Operations             7.57         10.52       (6.11)      12.08        1.04      6.14
                                             ----------------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                       (.01)         (.09)       (.06)       (.22)       (.11)     (.20)
    Distributions (from net capital
     gains)                                       (5.31)        (1.97)      (4.93)      (1.43)      (1.35)    (1.48)
                                             ----------------------------------------------------------------------
      Total Distributions                         (5.32)        (2.06)      (4.99)      (1.65)      (1.46)    (1.68)
                                             ----------------------------------------------------------------------
Net Asset Value, End of Period                 $  38.50      $  36.25    $  27.79    $  38.89    $  28.46    $28.88
                                             ----------------------------------------------------------------------
Total Return(3)                                  +21.18%(4)    +38.09%     -17.37%     +43.92%      +3.70%   +27.47%
                                             ----------------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                 $1,500.3      $1,326.6    $1,119.9    $1,411.9    $1,071.4    $956.0
                                             ----------------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                  .86%(6)       .85%        .84%        .86%        .89%       --
                                             ----------------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                         .86%(6)       .85%        .84%        .86%        .89%      .87%
                                             ----------------------------------------------------------------------
    Ratio of Net Investment Income
     (Loss) to Average Net Assets                  (.10%)(6)      .03%        .27%        .21%        .69%      .75%
                                             ----------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-19
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Genesis Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                     Year Ended August 31,
                                             (UNAUDITED)      1999       1998       1997      1996      1995
<S>                                          <C>             <C>       <C>         <C>       <C>       <C>
                                             ----------------------------------------------------------------
Net Asset Value, Beginning of Period            $14.39       $12.47    $  15.55    $10.91    $ 9.52    $ 8.27
                                             ----------------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                   .01          .11         .11      (.01)     (.01)       --
    Net Gains or Losses on Securities
     (both realized and unrealized)                .96         2.27       (3.00)     4.80      1.95      1.56
                                             ----------------------------------------------------------------
      Total From Investment Operations             .97         2.38       (2.89)     4.79      1.94      1.56
                                             ----------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                      (.08)        (.12)         --        --        --        --
    Distributions (from net capital
     gains)                                         --         (.34)       (.19)     (.15)     (.55)     (.31)
                                             ----------------------------------------------------------------
      Total Distributions                         (.08)        (.46)       (.19)     (.15)     (.55)     (.31)
                                             ----------------------------------------------------------------
Net Asset Value, End of Period                  $15.28       $14.39    $  12.47    $15.55    $10.91    $ 9.52
                                             ----------------------------------------------------------------
Total Return(3)                                  +6.78%(4)   +19.20%     -18.82%   +44.32%   +21.32%   +19.69%
                                             ----------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                  $675.6       $851.3    $1,079.1    $718.1    $195.4    $111.5
                                             ----------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                1.25%(6)     1.17%       1.11%     1.17%     1.28%       --
                                             ----------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                       1.25%(6)     1.17%       1.10%(7)   1.16%(7)   1.28%(7)   1.35%(7)
                                             ----------------------------------------------------------------
    Ratio of Net Investment Income
     (Loss) to Average Net Assets                 (.04%)(6)     .61%        .72%     (.08%)    (.18%)    (.16%)
                                             ----------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-20
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Guardian Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                         Year Ended August 31,
                                             (UNAUDITED)       1999        1998        1997        1996        1995
<S>                                          <C>             <C>         <C>         <C>         <C>         <C>
                                             ------------------------------------------------------------------------
Net Asset Value, Beginning of Period           $  22.72      $  21.32    $  31.41    $  23.78    $  23.61    $  19.52
                                             ------------------------------------------------------------------------
Income From Investment Operations
    Net Investment Income                           .08           .18         .18         .15         .31         .27
    Net Gains or Losses on Securities
     (both realized and unrealized)                (.33)         5.29       (6.09)       8.96         .90        4.30
                                             ------------------------------------------------------------------------
      Total From Investment Operations             (.25)         5.47       (5.91)       9.11        1.21        4.57
                                             ------------------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                       (.11)         (.16)       (.18)       (.24)       (.28)       (.25)
    Distributions (from net capital
     gains)                                       (5.48)        (3.91)      (4.00)      (1.24)       (.76)       (.23)
                                             ------------------------------------------------------------------------
      Total Distributions                         (5.59)        (4.07)      (4.18)      (1.48)      (1.04)       (.48)
                                             ------------------------------------------------------------------------
Net Asset Value, End of Period                 $  16.88      $  22.72    $  21.32    $  31.41    $  23.78    $  23.61
                                             ------------------------------------------------------------------------
Total Return(3)                                   -2.67%(4)    +26.12%     -20.80%     +39.69%      +5.27%     +24.06%
                                             ------------------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                 $2,580.6      $3,441.0    $4,210.8    $6,475.1    $4,905.2    $3,947.5
                                             ------------------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                  .85%(6)       .82%        .79%        .80%        .82%         --
                                             ------------------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                         .85%(6)       .82%        .79%        .80%        .82%        .80%
                                             ------------------------------------------------------------------------
    Ratio of Net Investment Income to
     Average Net Assets                             .68%(6)       .70%        .59%        .55%       1.37%       1.40%
                                             ------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-21
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          International Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                    Year Ended August 31,
                                             (UNAUDITED)      1999      1998      1997      1996      1995
<S>                                          <C>             <C>       <C>       <C>       <C>       <C>
                                             --------------------------------------------------------------
Net Asset Value, Beginning of Period            $16.76       $13.85    $14.83    $11.91    $10.70    $10.46
                                             --------------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                  (.05)        (.08)     (.03)       --       .01       .06
    Net Gains or Losses on Securities
     (both realized and unrealized)              10.18         3.00      (.81)     2.94      1.24       .21
                                             --------------------------------------------------------------
      Total From Investment Operations           10.13         2.92      (.84)     2.94      1.25       .27
                                             --------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                      (.01)          --        --      (.02)     (.04)     (.03)
    Distributions (from net capital
     gains)                                       (.21)        (.01)     (.14)       --        --        --
                                             --------------------------------------------------------------
      Total Distributions                         (.22)        (.01)     (.14)     (.02)     (.04)     (.03)
                                             --------------------------------------------------------------
Net Asset Value, End of Period                  $26.67       $16.76    $13.85    $14.83    $11.91    $10.70
                                             --------------------------------------------------------------
Total Return(3)                                 +60.68%(4)   +21.09%    -5.69%   +24.71%   +11.73%    +2.60%
                                             --------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                  $239.7       $112.5    $125.5    $115.4    $ 57.0    $ 26.4
                                             --------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                1.46%(6)     1.61%     1.71%     1.70%     1.70%       --
                                             --------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                       1.46%(6)     1.61%(7)   1.70%(7)   1.70%(7)   1.70%(7)   1.70%(7)
                                             --------------------------------------------------------------
    Ratio of Net Investment Income
     (Loss) to Average Net Assets                 (.75%)(6)    (.43%)    (.24%)    (.02%)     .24%      .73%
                                             --------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-22
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Manhattan Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                    Year Ended August 31,
                                             (UNAUDITED)      1999      1998      1997      1996      1995
<S>                                          <C>             <C>       <C>       <C>       <C>       <C>
                                             --------------------------------------------------------------
Net Asset Value, Beginning of Period           $  12.07      $ 9.42    $14.51    $11.94    $13.27    $11.28
                                             --------------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                   (.04)       (.06)     (.05)     (.03)     (.04)       --
    Net Gains or Losses on Securities
     (both realized and unrealized)               10.42        3.54     (1.20)     4.26      (.33)     2.70
                                             --------------------------------------------------------------
      Total From Investment Operations            10.38        3.48     (1.25)     4.23      (.37)     2.70
                                             --------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                         --          --        --        --        --      (.01)
    Distributions (from net capital
     gains)                                       (1.20)       (.83)    (3.84)    (1.66)     (.96)     (.70)
                                             --------------------------------------------------------------
      Total Distributions                         (1.20)       (.83)    (3.84)    (1.66)     (.96)     (.71)
                                             --------------------------------------------------------------
Net Asset Value, End of Period                 $  21.25      $12.07    $ 9.42    $14.51    $11.94    $13.27
                                             --------------------------------------------------------------
Total Return(3)                                  +90.04%(4)  +37.40%   -11.02%   +38.75%    -2.91%   +26.00%
                                             --------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                 $1,100.4      $566.0    $476.6    $570.4    $516.2    $612.0
                                             --------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                  .95%(6)    1.00%      .95%      .99%      .98%       --
                                             --------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                         .95%(6)    1.00%      .94%      .98%      .98%      .98%
                                             --------------------------------------------------------------
    Ratio of Net Investment Income
     (Loss) to Average Net Assets                  (.58%)(6)   (.50%)    (.42%)    (.20%)    (.27%)     .03%
                                             --------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-23
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Millennium Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended            Period from
                                             February 29,    October 20, 1998(2)
                                                 2000           to August 31,
                                             (UNAUDITED)            1999
<S>                                          <C>             <C>
                                             -----------------------------------
Net Asset Value, Beginning of Period            $19.49              $10.00
                                             -----------------------------------
Income From Investment Operations
    Net Investment Loss                           (.10)               (.10)
    Net Gains or Losses on Securities
     (both realized and unrealized)              23.91                9.59
                                             -----------------------------------
      Total From Investment Operations           23.81                9.49
                                             -----------------------------------
Less Distributions
    Distributions (from net capital
     gains)                                      (1.84)                 --
                                             -----------------------------------
Net Asset Value, End of Period                  $41.46              $19.49
                                             -----------------------------------
Total Return(3)(4)                             +126.55%             +94.90%
                                             -----------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                  $328.9              $ 66.4
                                             -----------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                1.47%(9)            1.76%(6)
                                             -----------------------------------
    Ratio of Net Expenses to Average Net
     Assets(7)                                    1.47%(9)            1.75%(6)
                                             -----------------------------------
    Ratio of Net Investment Loss to
     Average Net Assets(6)                       (1.05%)             (1.23%)
                                             -----------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-24
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Partners Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                         Year Ended August 31,
                                             (UNAUDITED)       1999        1998        1997        1996        1995
<S>                                          <C>             <C>         <C>         <C>         <C>         <C>
                                             ------------------------------------------------------------------------
Net Asset Value, Beginning of Period           $  26.42      $  22.97    $  31.60    $  23.88    $  23.72    $  21.32
                                             ------------------------------------------------------------------------
Income From Investment Operations
    Net Investment Income                           .11           .27         .23         .19         .22         .17
    Net Gains or Losses on Securities
     (both realized and unrealized)                (.83)         5.59       (2.83)      10.36        2.84        3.94
                                             ------------------------------------------------------------------------
      Total From Investment Operations             (.72)         5.86       (2.60)      10.55        3.06        4.11
                                             ------------------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                       (.29)           --        (.19)       (.22)       (.20)       (.11)
    Distributions (from net capital
     gains)                                       (3.10)        (2.41)      (5.84)      (2.61)      (2.70)      (1.60)
                                             ------------------------------------------------------------------------
      Total Distributions                         (3.39)        (2.41)      (6.03)      (2.83)      (2.90)      (1.71)
                                             ------------------------------------------------------------------------
Net Asset Value, End of Period                 $  22.31      $  26.42    $  22.97    $  31.60    $  23.88    $  23.72
                                             ------------------------------------------------------------------------
Total Return(3)                                   -3.28%(4)    +26.08%     -10.03%     +47.11%     +13.86%     +21.53%
                                             ------------------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                 $2,239.2      $2,854.4    $2,812.7    $3,103.7    $1,871.9    $1,564.0
                                             ------------------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                  .85%(6)       .82%        .80%        .81%        .84%         --
                                             ------------------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                         .85%(6)       .82%        .80%        .81%        .84%        .83%
                                             ------------------------------------------------------------------------
    Ratio of Net Investment Income to
     Average Net Assets                             .70%(6)       .94%        .78%        .72%        .93%        .83%
                                             ------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-25
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Regency Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended          Period from
                                             February 29,    June 1, 1999(2)
                                                 2000         to August 31,
                                             (UNAUDITED)          1999
<S>                                          <C>             <C>
                                             -------------------------------
Net Asset Value, Beginning of Period            $ 9.82            $10.00
                                             -------------------------------
Income From Investment Operations
    Net Investment Income                          .01               .01
    Net Gains or Losses on Securities
     (both realized and unrealized)               1.19              (.19)
                                             -------------------------------
      Total From Investment Operations            1.20              (.18)
                                             -------------------------------
Less Distributions
    Dividends (from net investment
     income)                                      (.02)               --
    Distributions (from net capital
     gains)                                       (.16)               --
                                             -------------------------------
      Total Distributions                         (.18)               --
                                             -------------------------------
Net Asset Value, End of Period                  $10.84            $ 9.82
                                             -------------------------------
Total Return(3)(4)                              +12.35%            -1.80%
                                             -------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                  $  8.6            $  7.9
                                             -------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)(6)                             1.52%             1.51%
                                             -------------------------------
    Ratio of Net Expenses to Average Net
     Assets(6)(7)                                 1.50%             1.50%
                                             -------------------------------
    Ratio of Net Investment Income to
     Average Net Assets(6)                         .15%              .66%
                                             -------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-26
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Socially Responsive Fund(1)
   The following table includes selected data for a share outstanding throughout
each period and other performance information derived from the Financial
Statements. It should be read in conjunction with its corresponding Portfolio's
Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                    Year Ended August 31,
                                             (UNAUDITED)      1999      1998      1997      1996      1995
<S>                                          <C>             <C>       <C>       <C>       <C>       <C>
                                             --------------------------------------------------------------
Net Asset Value, Beginning of Period            $21.33       $16.32    $17.79    $13.88    $11.84    $10.07
                                             --------------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                    --          .02       .07       .03       .02       .03
    Net Gains or Losses on Securities
     (both realized and unrealized)              (2.01)        5.94     (1.11)     4.33      2.35      1.76
                                             --------------------------------------------------------------
      Total From Investment Operations           (2.01)        5.96     (1.04)     4.36      2.37      1.79
                                             --------------------------------------------------------------
Less Distributions
    Dividends (from net investment
     income)                                      (.02)        (.07)     (.03)     (.03)     (.02)     (.02)
    Distributions (from net capital
     gains)                                       (.87)        (.88)     (.40)     (.42)     (.31)       --
                                             --------------------------------------------------------------
      Total Distributions                         (.89)        (.95)     (.43)     (.45)     (.33)     (.02)
                                             --------------------------------------------------------------
Net Asset Value, End of Period                  $18.43       $21.33    $16.32    $17.79    $13.88    $11.84
                                             --------------------------------------------------------------
Total Return(3)                                  -9.68%(4)   +37.09%    -6.02%   +31.96%   +20.19%   +17.82%
                                             --------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Period (in
     millions)                                  $103.3       $118.9    $ 82.5    $ 59.7    $ 32.9    $  8.2
                                             --------------------------------------------------------------
    Ratio of Gross Expenses to Average
     Net Assets(5)                                1.17%(6)     1.10%     1.10%     1.49%     1.50%       --
                                             --------------------------------------------------------------
    Ratio of Net Expenses to Average Net
     Assets                                       1.17%(6)     1.10%     1.10%     1.48%(7)   1.50%(7)   1.51%(7)
                                             --------------------------------------------------------------
    Ratio of Net Investment Income
     (Loss) to Average Net Assets                 (.04%)(6)     .12%      .43%      .23%      .19%      .36%
                                             --------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                      B-27
<PAGE>
NOTES TO FINANCIAL HIGHLIGHTS
Neuberger Berman                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------
          Equity Funds
1) The per share amounts and ratios which are shown reflect income and expenses,
   including each Fund's proportionate share of its corresponding Portfolio's
   income and expenses.
2) The date investment operations commenced.
3) Total return based on per share net asset value reflects the effects of
   changes in net asset value on the performance of each Fund during each fiscal
   period and assumes dividends and other distributions, if any, were
   reinvested. Results represent past performance and do not guarantee future
   results. Investment returns and principal may fluctuate and shares when
   redeemed may be worth more or less than original cost. For Century,
   International, Millennium, Regency, and Socially Responsive, total return
   would have been lower if Management had not reimbursed certain expenses. For
   Genesis, total return would have been lower if the investment manager had not
   waived a portion of the management fee.
4) Not annualized.
5) For fiscal periods ending after September 1, 1995, the Fund is required to
   calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.
6) Annualized.
7) After reimbursement of expenses by Management as described in Note B of Notes
   to Financial Statements. Had Management not undertaken such action the
   annualized ratio of net expenses to average daily net assets would have been:

<TABLE>
<CAPTION>
                                                     Period from
                                                 December 6, 1999 to
                                                    February 29,
CENTURY                                                 2000
- --------------------------------------------------------------------
<S>                                              <C>
Net Expenses                                            3.19%
                                                 -------------------
</TABLE>

      Had the investment manager not waived a portion of the management fee
   borne directly by Neuberger Berman Genesis Portfolio the annualized ratios of
   net expenses to average daily net assets would have been:

<TABLE>
<CAPTION>
                                                      Year Ended August 31,
                                                 1998     1997     1996     1995
- ---------------------------------------------------------------------------------
<S>                                              <C>      <C>      <C>      <C>
Net Expenses                                     1.12%    1.26%    1.38%    1.38%
                                                 --------------------------------
</TABLE>

                                      B-28
<PAGE>
      After reimbursement of expenses by Management as described in Note B of
   Notes to Financial Statements. Had Management not undertaken such action the
   annualized ratios of net expenses to average daily net assets would have
   been:

<TABLE>
<CAPTION>
                                                   Year Ended
                                                   August 31,
INTERNATIONAL                                    1996     1995
- ---------------------------------------------------------------
<S>                                              <C>      <C>
Net Expenses                                     2.28%    2.31%
                                                 --------------
</TABLE>

<TABLE>
<CAPTION>
                                                     Period from
                                                 October 20, 1998 to
                                                     August 31,
MILLENNIUM                                              1999
- --------------------------------------------------------------------
<S>                                              <C>
Net Expenses                                                  2.13%
</TABLE>

<TABLE>
<CAPTION>
                                                  Six Months       Period from
                                                    Ended        June 1, 1999 to
                                                 February 29,      August 31,
REGENCY                                              2000             1999
- --------------------------------------------------------------------------------
<S>                                              <C>             <C>
Net Expenses                                           2.49%              8.38%
                                                 -------------------------------
</TABLE>

      After reimbursement of expenses by Management. Had Management not
   undertaken such action the annualized ratios of net expenses to average daily
   net assets would have been:

<TABLE>
<CAPTION>
                                                   Year Ended
                                                   August 31,
SOCIALLY RESPONSIVE                              1996     1995
- ---------------------------------------------------------------
<S>                                              <C>      <C>
Net Expenses                                     1.69%    2.50%
                                                 --------------
</TABLE>

      Had International not reimbursed Management, the annualized ratios of net
   expenses to average daily net assets would have been:

<TABLE>
<CAPTION>
                                                  Year Ended August 31,
                                                 1999     1998     1997
- ------------------------------------------------------------------------
<S>                                              <C>      <C>      <C>
Net Expenses                                     1.59%    1.61%    1.69%
                                                 -----------------------
</TABLE>

      Had Millennium not reimbursed Management, as described in Note B of Notes
   to Financial Statements, the annualized ratio of net expenses to average
   daily net assets would have been:

<TABLE>
<CAPTION>
                                                  Six Months
                                                    Ended
                                                 February 29,
                                                     2000
- -------------------------------------------------------------
<S>                                              <C>
Net Expenses                                           1.40%
                                                 ------------
</TABLE>

                                      B-29
<PAGE>
      Had Socially Responsive not reimbursed Management, the annualized ratio of
   net expenses to average daily net assets would have been:

<TABLE>
<CAPTION>
                                                 Year Ended
                                                 August 31,
                                                    1997
- -----------------------------------------------------------
<S>                                              <C>
Net Expenses                                       1.20%
                                                 ----------
</TABLE>

8) Prior to January 1, 1995, its name was Neuberger&Berman Selected Sectors
   Fund.
9) Annualized; includes unannualized component reflecting the Fund's
   reimbursement to Management.

                                      B-30
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Century Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  General Electric                                3.0%
 2.  Microsoft Corp.                                 2.9%
 3.  Cisco Systems                                   2.9%
 4.  Oracle Corp.                                    2.8%
 5.  Amgen, Inc.                                     2.4%
 6.  Nortel Networks                                 2.1%
 7.  Nokia Corp. ADR                                 2.1%
 8.  Sun Microsystems                                2.1%
 9.  Qwest Communications International              2.0%
10.  Wal-Mart Stores                                 1.9%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (94.2%)
CAPITAL GOODS (4.2%)
          7,100        General Electric                     $   938
          7,700        Honeywell International                  371
                                                            -------
                                                              1,309
                                                            -------
COMMUNICATIONS (16.7%)
          9,500        Cabletron Systems                        466
          6,800        Cisco Systems                            899
          2,500        Comverse Technology                      492
          1,600        JDS Uniphase                             422
          3,000        Motorola, Inc.                           511
          2,100        Nextel Communications                    287
          3,300        Nokia Corp. ADR                          654
          4,312        NTL Inc.                                 395
          3,100        QUALCOMM Inc.                            442
         13,200        Qwest Communications
                        International                           612
                                                            -------
                                                              5,180
                                                            -------
CONSUMER CYCLICALS (3.8%)
          7,400        AMFM Inc.                                454
          3,700        EchoStar Communications                  422
          4,400        Harley-Davidson                          300
                                                            -------
                                                              1,176
                                                            -------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
CONSUMER STAPLES (6.9%)
          8,900        AT&T Corp.-Liberty Media Group
                        Class A                             $   465
         11,700        Comcast Corp. Class A Special            497
          8,800        Kimberly-Clark                           455
          1,200        SONY CORP. ADR                           376
          4,100        Time Warner                              351
                                                            -------
                                                              2,144
                                                            -------
ELECTRICAL EQUIPMENT (8.9%)
          3,700        Agilent Technologies                     384
          3,300        Analog Devices                           518
          2,700        Applied Materials                        494
          1,600        Broadcom Corp.                           316
          4,800        Conexant Systems                         471
          3,400        Texas Instruments                        566
                                                            -------
                                                              2,749
                                                            -------
ENERGY (3.2%)
          7,500        Enron Corp.                              517
          6,400        Schlumberger Ltd.                        473
                                                            -------
                                                                990
                                                            -------
FINANCIAL SERVICES (4.2%)
          6,200        Capital One Financial                    228
          9,700        Citigroup Inc.                           501
          5,500        Merrill Lynch                            564
                                                            -------
                                                              1,293
                                                            -------
FOOD & TOBACCO (1.6%)
          7,700        Anheuser-Busch                           494
                                                            -------
HARDWARE (7.7%)
          4,800        EMC Corp.                                571
          6,300        Flextronics International                383
          2,800        Hewlett-Packard                          377
          3,400        Sanmina Corp.                            398
          6,800        Sun Microsystems                         648
                                                            -------
                                                              2,377
                                                            -------
HEALTH CARE (7.2%)
         10,800        Amgen, Inc.                              737
          3,300        Biogen, Inc.                             356
          2,500        Genentech, Inc.                          482
</TABLE>

                                      C-1
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Century Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
          1,100        MedImmune, Inc.                      $   218
          5,100        Warner-Lambert                           437
                                                            -------
                                                              2,230
                                                            -------
INTERNET (8.7%)
          7,500        America Online                           443
          3,700        DoubleClick Inc.                         329
          4,100        eSPEED, Inc.                             254
            300        FreeMarkets, Inc.                         52
         11,300        Intuit Inc.                              593
          2,900        Safeguard Scientifics                    507
          3,150        Yahoo! Inc.                              503
                                                            -------
                                                              2,681
                                                            -------
RETAIL (4.8%)
          7,800        Home Depot                               451
          6,800        Tiffany & Co.                            436
         12,200        Wal-Mart Stores                          594
                                                            -------
                                                              1,481
                                                            -------
SOFTWARE (10.1%)
          4,600        Citrix Systems                           485
         10,200        Microsoft Corp.                          911
         11,500        Oracle Corp.                             854
         10,600        Peregrine Systems                        579
          4,300        Rational Software                        306
                                                            -------
                                                              3,135
                                                            -------
TELECOMMUNICATIONS (6.2%)
          9,900        MCI WorldCom                             442
          4,300        Metromedia Fiber Network                 309
          9,000        Nextel Partners                          288
          5,900        Nortel Networks                          658
          1,750        VoiceStream Wireless                     233
                                                            -------
                                                              1,930
                                                            -------
                       TOTAL COMMON STOCKS (COST
                        $25,788)                             29,169
                                                            -------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
U.S. GOVERNMENT AGENCY SECURITIES (5.2%)
     $1,600,000        Federal Home Loan Bank,
                        Discount Notes, 5.72%,
                        due 3/1/00
                        (COST $1,600)                       $ 1,600(2)
                                                            -------
REPURCHASE AGREEMENTS (3.6%)
      1,101,000        State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $1,101,175, Collateralized by
                        $1,130,000 Fannie Mae, Notes,
                        6.40%, due 9/27/01
                        (Collateral Value $1,135,718)
                        (COST $1,101)                         1,101(2)
                                                            -------
SHORT-TERM INVESTMENTS (8.0%)
      2,493,268        N&B Securities Lending Quality
                        Fund, LLC (COST
                        $2,493)                               2,493(2)
                                                            -------
                       TOTAL INVESTMENTS (111.0%)
                        (COST $30,982)                       34,363(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(11.0%)]                            (3,396)
                                                            -------
                       TOTAL NET ASSETS (100.0%)            $30,967
                                                            -------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-2
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Focus Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Citigroup Inc.                                  9.5%
 2.  Morgan Stanley Dean Witter                      6.9%
 3.  Sterling Commerce                               6.8%
 4.  Rational Software                               6.4%
 5.  Chase Manhattan                                 6.2%
 6.  Capital One Financial                           5.9%
 7.  Countrywide Credit Industries                   5.0%
 8.  Providian Financial                             4.9%
 9.  Compuware Corp.                                 4.8%
10.  Wellpoint Health Networks                       3.9%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (99.0%)
AUTOMOTIVE (3.8%)
         855,000       General Motors                     $   65,034
                                                          ----------
FINANCIAL SERVICES (46.5%)
       2,767,500       Capital One Financial                 101,879
       1,355,000       Chase Manhattan                       107,892
       3,183,375       Citigroup Inc.                        164,541
       3,490,800       Countrywide Credit Industries          87,052
       1,948,600       FleetBoston Financial                  53,099
         640,000       Hartford Financial Services
                        Group                                 20,000
       1,706,000       Morgan Stanley Dean Witter            120,167
         950,000       Nationwide Financial Services          21,909
       1,310,000       Providian Financial                    84,904
       1,377,400       Travelers Property Casualty            43,560
                                                          ----------
                                                             805,003
                                                          ----------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
HEALTH CARE (5.1%)
       2,398,800       Foundation Health Systems          $   19,940
       1,008,500       Wellpoint Health Networks              68,074
                                                          ----------
                                                              88,014
                                                          ----------
RETAIL (6.4%)
       2,593,000       Furniture Brands International         41,650(4)
       2,219,500       Jones Apparel Group                    50,216
          90,000       Neiman Marcus Group Class B             1,890
         633,000       Staples, Inc.                          17,091
                                                          ----------
                                                             110,847
                                                          ----------
TECHNOLOGY (37.2%)
         375,000       American Management Systems            11,930
         150,000       ANTEC Corp.                             7,941
       1,028,000       Atmel Corp.                            50,886
         675,000       Compaq Computer                        16,791
       3,715,000       Compuware Corp.                        82,194
       1,662,000       Gartner Group Class A                  23,787
         420,000       International Rectifier                17,588
         485,000       Lattice Semiconductor                  34,071
         837,500       Microchip Technology                   52,291
         718,000       Oracle Corp.                           53,312
         505,000       Photronics, Inc.                       21,494
       1,560,000       Rational Software                     110,955
       2,675,000       Sterling Commerce                     117,198
         346,700       Sterling Software                      12,438
         170,000       Synopsys, Inc.                          6,789
       1,050,000       Tech Data                              22,772
                                                          ----------
                                                             642,437
                                                          ----------
                       TOTAL COMMON STOCKS (COST
                        $1,081,905)                        1,711,335
                                                          ----------
</TABLE>

                                      C-3
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Focus Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (0.8%)
     $13,747,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $13,749,180, Collateralized
                        by $14,090,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $14,161,295) (COST $13,747)       $   13,747(2)
                                                          ----------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SHORT-TERM INVESTMENTS (0.4%)
     $ 6,891,378       N&B Securities Lending Quality
                        Fund, LLC  (COST $6,891)          $    6,891(2)
                                                          ----------
                       TOTAL INVESTMENTS (100.2%)
                        (COST $1,102,543)                  1,731,973(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(0.2%)]                              (2,682)
                                                          ----------
                       TOTAL NET ASSETS (100.0%)          $1,729,291
                                                          ----------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-4
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Genesis Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Dallas Semiconductor                            3.1%
 2.  Zebra Technologies                              2.7%
 3.  AptarGroup Inc.                                 2.6%
 4.  National-Oilwell                                2.2%
 5.  AAR Corp.                                       2.1%
 6.  Fair, Isaac & Co.                               2.0%
 7.  Newport News Shipbuilding                       2.0%
 8.  Methode Electronics Class A                     1.9%
 9.  Alliant Techsystems                             1.9%
10.  Black Box                                       1.9%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (94.6%)
AEROSPACE (4.1%)
       1,364,950       AAR Corp.                          $   32,418(4)
         787,200       Aviall Inc.                             6,445
         504,400       Cordant Technologies                   16,330
         248,750       Ducommun Inc.                           2,317
         329,700       Moog, Inc. Class A                      5,893
                                                          ----------
                                                              63,403
                                                          ----------
AUTOMOTIVE (0.9%)
         628,500       Donaldson Co.                          14,298
                                                          ----------
BANKING & FINANCIAL (5.6%)
         135,200       Bank United                             3,541
         498,100       Community First Bankshares              6,973
         667,600       Cullen/Frost Bankers                   14,353
         331,400       Highland Bancorp                        5,468(4)
         169,950       Hudson United Bancorp                   3,431
         303,000       OceanFirst Financial                    4,829
       1,118,300       Peoples Heritage Financial
                        Group                                 11,882
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
         769,675       Sterling Bancshares                $    7,312
         300,350       Texas Regional Bancshares               7,340
       1,017,300       Webster Financial                      21,491
                                                          ----------
                                                              86,620
                                                          ----------
BUILDING, CONSTRUCTION & FURNISHING (1.1%)
         254,800       Lincoln Electric Holdings               4,968
         273,600       Simpson Manufacturing                  11,594
                                                          ----------
                                                              16,562
                                                          ----------
BUSINESS SERVICES (0.3%)
         789,400       SOS Staffing Services                   3,947(4)
                                                          ----------
CONSUMER CYCLICALS (0.3%)
         176,300       Valassis Communications                 4,881
                                                          ----------
CONSUMER PRODUCTS & SERVICES (4.8%)
         811,000       Alberto-Culver Class A                 16,017
         381,638       Block Drug                             12,546
       1,066,000       Church & Dwight                        18,189
         390,300       Matthews International                  9,440
       1,036,800       Ruddick Corp.                          13,932
         462,000       The First Years                         3,754
                                                          ----------
                                                              73,878
                                                          ----------
DEFENSE (4.9%)
         545,200       Alliant Techsystems                    29,509(4)
       1,102,100       Newport News Shipbuilding              31,203
         723,700       Primex Technologies                    15,198(4)
                                                          ----------
                                                              75,910
                                                          ----------
DIAGNOSTIC EQUIPMENT (0.4%)
         463,500       ADAC Laboratories                       5,765
                                                          ----------
</TABLE>

                                      C-5
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman

- --------------------------------------------------------------------------------

          Genesis Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
ELECTRONICS (4.6%)
         467,600       Benchmark Electronics              $   14,788
       1,187,400       Dallas Semiconductor                   47,941
         180,000       SCI Systems                             7,245
                                                          ----------
                                                              69,974
                                                          ----------
ENERGY (1.9%)
         677,300       Cabot Oil & Gas                        10,710
         150,000       Cross Timbers Oil                       1,293
         808,290       Swift Energy                            9,548
         894,500       Unit Corp.                              7,771
                                                          ----------
                                                              29,322
                                                          ----------
FINANCIAL TECHNOLOGY (2.8%)
         640,100       Fair, Isaac & Co.                      31,245
         293,100       Investment Technology Group            11,358
                                                          ----------
                                                              42,603
                                                          ----------
HEALTH CARE (9.5%)
         413,000       Acuson Corp.                            5,524
         132,500       Datascope Corp.                         5,284
         669,300       DENTSPLY International                 17,151
       1,126,500       Haemonetics Corp.                      26,825
         925,600       Mentor Corp.                           25,685
         421,950       Patterson Dental                       15,203
         473,700       STAAR Surgical                          5,684
         835,000       Trigon Healthcare                      26,668
         458,600       Universal Health Services
                        Class B                               17,828
                                                          ----------
                                                             145,852
                                                          ----------
INDUSTRIAL & COMMERCIAL PRODUCTS (6.7%)
         557,800       Brady Corp.                            15,130
         325,300       Dionex Corp.                           10,267
         543,900       Hussmann International                  7,853
         643,500       IDEX Corp.                             15,927
       1,065,200       Kaydon Corp.                           24,500
         268,900       Roper Industries                        7,327
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
       1,826,400       Wallace Computer Services          $   19,063
         203,750       Woodhead Industries                     3,311
                                                          ----------
                                                             103,378
                                                          ----------
INSURANCE (4.6%)
         753,200       Annuity and Life Re                    17,041
          96,500       Brown & Brown                           3,185
         657,800       FBL Financial Group                    10,607
       1,446,700       Mutual Risk Management                 19,892
         891,500       Scottish Annuity & Life
                        Holdings                               7,076(4)
         848,700       W. R. Berkley                          13,632
                                                          ----------
                                                              71,433
                                                          ----------
LODGING (0.3%)
         499,500       Prime Hospitality                       4,246
                                                          ----------
MACHINERY & EQUIPMENT (0.8%)
         643,620       Gardner Denver Machinery               12,229
                                                          ----------
OFFICE EQUIPMENT (1.8%)
       1,019,500       United Stationers                      27,399
                                                          ----------
OIL SERVICES (11.1%)
         318,700       Cal Dive International                 11,473
         681,600       Friede Goldman Halter                   3,578
         983,800       Global Industries                      10,084
         992,100       IRI International                       4,837
         556,500       Nabors Industries                      19,964
       1,369,412       National-Oilwell                       33,208
         798,400       Oceaneering International              15,170
         781,600       Offshore Logistics                      7,767
         767,300       Pride International                    11,366
         460,400       Smith International                    28,861
         631,000       Tuboscope Inc.                         10,530
         451,200       UTI Energy                             14,467
                                                          ----------
                                                             171,305
                                                          ----------
PACKING & CONTAINERS (2.6%)
       1,646,600       AptarGroup Inc.                        39,415
                                                          ----------
</TABLE>

                                      C-6
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Genesis Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
PUBLISHING & BROADCASTING (1.3%)
         302,300       Houghton Mifflin                   $   12,035
         272,900       Meredith Corp.                          7,812
                                                          ----------
                                                              19,847
                                                          ----------
RESTAURANTS (1.1%)
         785,050       Brinker International                  17,075
                                                          ----------
RETAILING (3.8%)
         679,624       99 Cents Only Stores                   17,033
         353,300       Ann Taylor Stores                       6,735
         660,000       Claire's Stores                        11,509
         125,000       Payless ShoeSource                      4,937
         451,800       ShopKo Stores                           7,511
         282,800       Whole Foods Market                     10,738
                                                          ----------
                                                              58,463
                                                          ----------
TECHNOLOGY (15.9%)
         798,700       Analysts International                 10,583
         391,800       Black Box                              29,312
         488,600       CACI International                     13,895
         892,700       CIBER, Inc.                            20,755
         474,200       Davox Corp.                            18,138
         295,100       Jack Henry & Associates                20,620
         173,500       Keane, Inc.                             4,164
         106,200       Kronos Inc.                             6,744
         350,000       Mastech Corp.                          11,594
         141,000       META Group                              4,371
         513,900       Methode Electronics Class A            29,870
          71,000       SBS Technologies                        3,865
         410,100       Transaction Systems Architects         18,506
         185,300       Wind River Systems                     10,759
         623,300       Zebra Technologies                     41,488
                                                          ----------
                                                             244,664
                                                          ----------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>

TRANSPORTATION (0.5%)
         228,400       Circle International Group         $    5,581
         213,600       Maritrans Inc.                          1,402
                                                          ----------
                                                               6,983
                                                          ----------
UTILITIES, ELECTRIC & GAS (2.9%)
          93,600       Atmos Energy                            1,603
         125,700       CH Energy Group                         3,590
         648,600       Montana Power                          25,539
          78,000       National Fuel Gas                       3,193
         252,900       NUI Corp.                               6,006
         140,100       Otter Tail Power                        5,184
                                                          ----------
                                                              45,115
                                                          ----------
                       TOTAL COMMON STOCKS (COST
                        $1,269,841)                        1,454,567
                                                          ----------
</TABLE>

<TABLE>
<CAPTION>
      Principal
       Amount
- ---------------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (2.2%)
     $34,309,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $34,314,442, Collateralized
                        by $35,165,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $35,342,935)
                        (COST $34,309)                       34,309(2)
                                                         ----------
</TABLE>

                                      C-7
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Genesis Portfolio (Cont'd)

<TABLE>
SHORT-TERM INVESTMENTS (6.0%)
     $20,000,000       Merrill Lynch & Co., Inc.,
                        5.73%, due 3/3/00                 $   19,994
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
      25,000,000       Wal-Mart Stores Inc., 5.75%,
                        due 3/7/00                            24,976
      47,518,102       N&B Securities Lending Quality
                        Fund, LLC                             47,518
                                                          ----------
                       TOTAL SHORT-TERM INVESTMENTS
                        (COST $92,488)                        92,488(2)
                                                          ----------
                       TOTAL INVESTMENTS (102.8%)
                        (COST $1,396,638)                  1,581,364(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(2.8%)]                             (43,559)
                                                          ----------
                       TOTAL NET ASSETS (100.0%)          $1,537,805
                                                          ----------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-8
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Guardian Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Wellpoint Health Networks                       4.1%
 2.  News Corp. ADR                                  3.9%
 3.  American Home Products                          2.9%
 4.  Chase Manhattan                                 2.8%
 5.  Bell Atlantic                                   2.7%
 6.  Exxon Mobil                                     2.7%
 7.  Wells Fargo                                     2.3%
 8.  MCI WorldCom                                    2.3%
 9.  Seagate Technology                              2.3%
10.  Cendant Corp.                                   2.2%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (94.7%)
BANKING & FINANCIAL (5.1%)
       1,301,500       Chase Manhattan                    $  103,632
       2,571,400       Wells Fargo                            85,017
                                                          ----------
                                                             188,649
                                                          ----------
BASIC MATERIALS (7.5%)
       2,996,000       Cabot Corp.                            66,286
         795,500       Champion International                 41,167
         256,000       Dow Chemical                           27,776
       1,165,400       duPont                                 58,853
       1,363,200       International Paper                    50,183
       2,269,500       Millennium Chemicals                   31,773
                                                          ----------
                                                             276,038
                                                          ----------
CAPITAL GOODS (5.9%)
         260,000       Deere & Co.                             9,295
         435,300       Emerson Electric                       19,833
         595,600       General Dynamics                       25,760
         409,100       Illinois Tool Works                    21,145
       4,005,800       Republic Services                      43,563
       1,738,200       SCI Systems                            69,963
         145,400       Solectron Corp.                         9,524
         356,100       United Technologies                    18,139
                                                          ----------
                                                             217,222
                                                          ----------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMUNICATION SERVICES (8.4%)
       1,618,100       AT&T Corp.                         $   79,995
       2,006,700       Bell Atlantic                          98,203
       1,903,500       MCI WorldCom                           84,944
       1,146,000       SBC Communications                     43,548
                                                          ----------
                                                             306,690
                                                          ----------
CONSUMER CYCLICALS (9.5%)
         914,300       Carnival Corp.                         26,343
       4,636,300       Cendant Corp.                          82,584
       1,643,100       Federated Department Stores            60,281
         462,300       General Motors                         35,164
       2,077,600       Lear Corp.                             43,889
       1,533,300       Lowe's Cos.                            73,024
         716,300       Safeway Inc.                           27,622
                                                          ----------
                                                             348,907
                                                          ----------
CONSUMER GOODS & SERVICES (0.8%)
         938,200       PepsiCo, Inc.                          30,257
                                                          ----------
CONSUMER STAPLES (6.1%)
         891,100       AMFM Inc.                              54,691
         406,200       Coca-Cola Enterprises                   9,495
       1,168,900       Kimberly-Clark                         60,418
       1,084,200       McDonald's Corp.                       34,220
       1,122,300       Nabisco Holdings                       32,827
       1,620,000       Philip Morris                          32,501
                                                          ----------
                                                             224,152
                                                          ----------
DIVERSIFIED (0.3%)
         252,000       Tyco International                      9,560
                                                          ----------
DRUGS (0.3%)
         310,300       Schering-Plough                        10,822
                                                          ----------
ENERGY (13.3%)
       1,150,600       Amerada Hess                           58,177
         873,300       Chevron Corp.                          65,225
         866,600       Diamond Offshore Drilling              27,514
       1,292,246       Exxon Mobil                            97,322
       1,618,900       Halliburton Co.                        61,822
         718,000       Royal Dutch Petroleum - NY
                        Shares                                37,695
</TABLE>

                                      C-9
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman

- --------------------------------------------------------------------------------

          Guardian Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
         533,500       Schlumberger Ltd.                  $   39,412
         500,000       Texaco Inc.                            23,719
       1,099,113       Transocean Sedco Forex                 43,346
       3,822,500       Union Pacific Resources Group          34,164
                                                          ----------
                                                             488,396
                                                          ----------
FINANCIAL SERVICES (9.9%)
         379,500       Aon Corp.                               7,946
       3,265,800       Associates First Capital               64,908
       1,501,000       Capital One Financial                  55,255
       1,544,300       Citigroup Inc.                         79,821
       1,089,807       FleetBoston Financial                  29,697
         955,500       Hartford Financial Services
                        Group                                 29,859
         525,200       Morgan Stanley Dean Witter             36,994
         260,500       Progressive Corp.                      15,500
       1,325,000       SLM Holding                            41,489
                                                          ----------
                                                             361,469
                                                          ----------
HEALTH CARE (9.3%)
       2,449,100       American Home Products                106,536
         417,600       Bristol-Myers Squibb                   23,725
         220,400       Eli Lilly                              13,100
         555,500       Warner-Lambert                         47,530(5)
       2,226,996       Wellpoint Health Networks             150,322(5)
                                                          ----------
                                                             341,213
                                                          ----------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
MEDIA & ENTERTAINMENT (0.3%)
         331,100       Walt Disney                        $   11,092
                                                          ----------
PACKING & CONTAINERS (0.4%)
         316,300       Coastal Corp.                          13,305
                                                          ----------
TECHNOLOGY (14.9%)
         625,500       Apple Computer                         71,698
         460,600       BMC Software                           21,188
         364,500       Compaq Computer                         9,067
         821,600       Computer Associates                    52,839
         983,000       Gateway Inc.                           67,581
         544,900       Hewlett-Packard                        73,289
         424,100       IBM                                    43,258
         446,100       Micron Technology                      43,746
         601,600       Novell, Inc.                           19,890
         862,800       Rational Software                      61,367
       1,677,800       Seagate Technology                     83,680
           5,000       VIA NET.WORKS                             330
                                                          ----------
                                                             547,933
                                                          ----------
TRANSPORTATION (2.7%)
         681,600       AMR Corp.                              36,039
       1,617,000       Burlington Northern Santa Fe           31,835
         993,200       Continental Airlines Class B           31,410
                                                          ----------
                                                              99,284
                                                          ----------
                       TOTAL COMMON STOCKS (COST
                        $3,409,757)                        3,474,989
                                                          ----------
PREFERRED STOCKS (3.9%)
       2,874,200       News Corp. ADR (COST $79,659)         144,608
                                                          ----------
</TABLE>

                                      C-10
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Guardian Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (1.6%)
     $50,000,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $50,007,931, Collateralized
                        by $51,245,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $51,504,300)                      $   50,000
       8,708,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $8,709,381, Collateralized by
                        $8,925,000 Fannie Mae, Notes,
                        6.40%, due 9/27/01
                        (Collateral Value $8,970,161)          8,708
                                                          ----------
                       TOTAL REPURCHASE AGREEMENTS
                        (COST $58,708)                        58,708(2)
                                                          ----------
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>

SHORT-TERM INVESTMENTS (2.3%)
     $25,000,000       Pfizer Inc., 5.82%,
                        due 3/2/00                        $   24,996
      58,319,639       N&B Securities Lending Quality
                        Fund, LLC                             58,320
                                                          ----------
                       TOTAL SHORT-TERM INVESTMENTS
                        (COST $83,316)                        83,316(2)
                                                          ----------
                       TOTAL INVESTMENTS (102.5%)
                        (COST $3,631,440)                  3,761,621(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(2.5%)]                             (90,472)
                                                          ----------
                       TOTAL NET ASSETS (100.0%)          $3,671,149
                                                          ----------

</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-11
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman
- --------------------------------------------------------------------------------
          International Portfolio

<TABLE>
<CAPTION>
                                                 TOP TEN EQUITY HOLDINGS
     ---------------------------------------------------------------------------------------------------------------
     HOLDING                                   COUNTRY          INDUSTRY                          PERCENTAGE
<C>  <S>                                       <C>              <C>                        <C>
 1.  Softbank Corp.                            Japan            Technology                                      6.1%
 2.  Datacraft Asia                            Singapore        Telecommunications                              3.3%
 3.  Vodafone AirTouch                         United Kingdom   Telecommunications                              2.8%
 4.  NTT Mobile Communication Network          Japan            Telecommunications                              2.2%
 5.  Thomson Multimedia ADR                    France           Electronics                                     2.2%
 6.  WPP Group                                 United Kingdom   Advertising                                     2.2%
 7.  Sage Group                                United Kingdom   Information Technology                          2.2%
 8.  Nokia Corp. ADR                           Finland          Telecommunications                              1.9%
 9.  Takeda Chemical Industries                Japan            Pharmaceutical                                  1.8%
10.  Yahoo Japan                               Japan            Technology                                      1.8%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (90.4%)
AUSTRALIA (0.8%)
         356,200       Solution 6 Holdings                 $  1,794
                                                           --------
BELGIUM (1.0%)
          16,260       Telinfo NV                             2,368
                                                           --------
BERMUDA (0.7%)
          13,200       Flag Telecom Holdings                    378
          27,837       Global Crossing                        1,298
                                                           --------
                                                              1,676
                                                           --------
CANADA (2.0%)
          43,000       BioChem Pharma                         1,137
          82,800       CGI Group                              1,421
          19,430       Nortel Networks                        2,166
                                                           --------
                                                              4,724
                                                           --------
CHINA (0.5%)
       4,627,000       China Shipping Development               577
       1,203,000       Cosco Pacific                            688
                                                           --------
                                                              1,265
                                                           --------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
DENMARK (1.8%)
          27,800       Navision Software                   $  2,880
           4,500       Vestas Wind Systems                    1,268
                                                           --------
                                                              4,148
                                                           --------
FINLAND (6.9%)
           3,000       Comtel Oyj                               365
          40,000       F-Secure                               2,623
          22,600       Nokia Corp. ADR                        4,482
          89,500       Perlos Oyj                             3,961
          19,800       Pohjola Group Insurance, B
                        Shares                                1,115
          50,000       Tietoenator Oyj                        3,447
                                                           --------
                                                             15,993
                                                           --------
FRANCE (7.2%)
          19,760       BNP                                    1,562
          30,000       Dassault Systemes ADR                  3,249
          15,450       France Telecom ADR                     2,542
          37,500       Sanofi-Synthelabo                      1,446
          38,870       Thomson Multimedia ADR                 5,209
          22,909       Vivendi                                2,695
                                                           --------
                                                             16,703
                                                           --------
</TABLE>

                                      C-12
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          International Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
GERMANY (1.1%)
          14,000       Siemens AG                          $  2,489
                                                           --------
HONG KONG (1.8%)
         824,000       Computer & Technologies
                        Holdings                              2,440
         200,000       Johnson Electric Holdings              1,291
          98,000       VTech Holdings                           397
                                                           --------
                                                              4,128
                                                           --------
IRELAND (0.3%)
          44,200       CRH PLC                                  761
                                                           --------
ITALY (2.0%)
         172,000       Autogrill SpA                          1,768
          50,000       ENI SpA                                  233
          93,023       Telecom Italia                           736
         149,600       TIM SpA                                2,041
                                                           --------
                                                              4,778
                                                           --------
JAPAN (30.0%)
           8,200       Advantest Corp.                        1,486
         120,000       Bank of Tokyo-Mitsubishi               1,469
           7,400       Benesse Corp.                          1,482
         101,000       Chugai Pharmaceutical                  1,544
         114,000       Daiwa Securities Group                 1,810
              36       Digicube Co.                           1,425
           7,000       Drake Beam Morin-Japan                 2,612
           6,000       Fancl Corp.                            1,414
           1,100       Hikari Tsushin                         2,092
           2,300       Internet Initiative Japan ADR            244
           9,240       Kyocera Corp. ADR                      1,700
           8,000       Matsushita Communication
                        Industrial                            1,354
          77,000       Minebea Co.                              886
          89,000       Mitsubishi Trust & Banking               607
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
         151,000       Mitsui Fudosan                      $  1,212
         104,000       Nikko Securities                       1,341
          72,000       Nomura Securities                      2,031
              63       NTT Data                               1,141
             165       NTT Corp.                              2,282
             130       NTT Mobile Communication
                        Network                               5,241
          25,000       Pasona Softbank                        1,922
          18,000       Seven-Eleven Japan                     1,812
           9,700       Softbank Corp.                        14,124
          12,800       Sony Corp.                             3,786
          77,000       SRL, Inc.                              1,248
         108,000       Sumitomo Bakelite                      1,229
         333,000       Sumitomo Realty & Development          1,009
          75,000       Takeda Chemical Industries             4,232
          31,900       THK Co.                                1,408
               3       Yahoo Japan                            4,095
          36,000       Yamanouchi Pharmaceutical              1,720
                                                           --------
                                                             69,958
                                                           --------
MALAYSIA (0.7%)
         215,820       Malaysia WEBS Index Series             1,578
                                                           --------
MEXICO (0.2%)
         122,500       Cemex SA, B Shares                       530
                                                           --------
NETHERLANDS (4.0%)
          10,000       Aegon NV-New York                        696
          28,748       Getronics NV                           2,412
          12,620       Philips Electronics                    2,340
          50,000       Versatel Telecom International         3,033
          14,000       VNU NV                                   967
                                                           --------
                                                              9,448
                                                           --------
RUSSIA (0.2%)
          19,200       Global TeleSystems Group                 480
                                                           --------
</TABLE>

                                      C-13
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman

- --------------------------------------------------------------------------------

          International Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SINGAPORE (5.8%)
          10,000       Chartered Semiconductor
                        Manufacturing ADR                  $    883
         924,000       Datacraft Asia                         7,808
         169,000       Natsteel Electronics                   1,020
         251,240       Overseas Union Bank                    1,115
          11,300       St Assembly Test Services ADR            542
         158,400       United Overseas Bank                   1,002
          78,000       Venture Manufacturing                  1,172
                                                           --------
                                                             13,542
                                                           --------
SOUTH KOREA (1.2%)
          65,000       Korea Data System                        931
          92,080       Medison Co.                            1,205
          66,000       Samsung Corp.                            717
                                                           --------
                                                              2,853
                                                           --------
SPAIN (2.5%)
          30,800       Banco Popular Espanol                    858
          15,000       Jazztel PLC ADR                        1,766
          36,462       Telefonica SA ADR                      3,161
                                                           --------
                                                              5,785
                                                           --------
SWEDEN (3.1%)
          60,000       A-Com                                  1,508
          40,000       Allgon AB, B Shares                    1,102
         106,900       Assa Abloy                             2,015
          63,600       Skandia Forsakrings                    2,609
                                                           --------
                                                              7,234
                                                           --------
SWITZERLAND (2.7%)
          29,000       Carrier 1 International ADR              941
             387       Disetronic Holding                     2,025
             300       Kudelski SA                            3,226
                                                           --------
                                                              6,192
                                                           --------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
UNITED KINGDOM (13.9%)
          40,900       Barclays PLC                        $    971
         182,356       BP Amoco                               1,408
         130,200       British Telecom                        2,271
          42,000       COLT Telecom Group                     2,412
          33,600       Energis PLC                            1,703
          30,500       Glaxo Wellcome                           731
         240,000       Hays PLC                               1,593
         400,000       Sage Group                             5,046
         120,000       SEMA Group                             2,571
          50,000       Serco Group                            1,823
           1,600       VIA NET.WORKS                            106
       1,173,319       Vodafone AirTouch                      6,566
         266,000       WPP Group                              5,129
                                                           --------
                                                             32,330
                                                           --------
                       TOTAL COMMON STOCKS (COST
                        $100,562)                           210,757
                                                           --------
PREFERRED STOCKS (1.7%)
          27,170       ProSieben Media, Germany
                         (COST $2,024)                        3,889
                                                           --------
</TABLE>

<TABLE>
<CAPTION>
      Principal
       Amount
- ---------------------
<C>                    <S>                              <C>
U.S. GOVERNMENT AGENCY SECURITIES (0.1%)
     $   250,000       Freddie Mac,
                        Discount Notes, 5.69%,
                        due 3/29/00 (COST $249)                249(2)
                                                          --------
</TABLE>

                                      C-14
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          International Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (1.4%)
     $ 3,337,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $3,337,529, Collateralized by
                        $3,420,000 Fannie Mae, Notes,
                        6.40%, due 9/27/01
                        (Collateral Value $3,437,305)
                         (COST $3,337)                     $  3,337(2)
                                                           --------
SHORT-TERM INVESTMENTS (11.4%)
       4,000,000       Pfizer Inc., 5.70%,
                        due 3/2/00                            3,999
       3,000,000       National Australia Funding
                        Delaware Inc., 5.74%,
                        due 3/3/00                            2,999
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
     $ 5,000,000       Ford Motor Credit Co., 5.75%,
                        due 3/6/00                         $  4,996
       3,000,000       American Express Credit Corp.,
                        5.74%, due 3/8/00                     2,997
      11,604,464       N&B Securities Lending Quality
                        Fund, LLC                            11,604
                                                           --------
                       TOTAL SHORT-TERM INVESTMENTS
                        (COST $26,595)                       26,595(2)
                                                           --------
                       TOTAL INVESTMENTS (105.0%)
                        (COST $132,767)                     244,827
                       Liabilities, less cash,
                        receivables and other assets
                        [(5.0%)]                            (11,579)
                                                           --------
                       TOTAL NET ASSETS (100.0%)           $233,248
                                                           --------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-15
<PAGE>
SUMMARY SCHEDULE OF INVESTMENTS BY INDUSTRY
Neuberger Berman
- --------------------------------------------------------------------------------
          International Portfolio

<TABLE>
<CAPTION>
                                                        Market
                                                       Value(1)        Percentage
Industry                                            (000's omitted)   of Net Assets
- --------                                            ---------------  ---------------
<S>                                                 <C>              <C>
Telecommunications                                     $ 49,099           21.0%
Technology                                               35,317           15.1%
Electronics                                              26,130           11.2%
Information Technology                                   22,086            9.5%
Other Assets-Net                                         18,602            8.0%
Pharmaceutical                                           12,058            5.2%
Banking & Financial                                       8,926            3.8%
Manufacturing                                             7,826            3.4%
Advertising                                               6,638            2.8%
Diversified                                               6,584            2.8%
Publishing & Broadcasting                                 4,856            2.1%
Machinery & Equipment                                     4,691            2.0%
Insurance                                                 4,420            1.9%
Financial Services                                        3,842            1.6%
Consumer Goods & Services                                 3,583            1.5%
Communications                                            2,612            1.1%
Real Estate                                               2,221            1.0%
Hospital Supplies                                         2,025            0.9%
Commercial Services                                       1,922            0.8%
Industrial Goods & Services                               1,823            0.8%
Retailing                                                 1,812            0.8%
Restaurants                                               1,768            0.8%
Building Materials                                        1,291            0.6%
Medical Equipment                                         1,205            0.5%
Telecommunication Equipment                               1,101            0.5%
Transportation                                              577            0.2%
Oil & Gas                                                   233            0.1%
                                                       --------          ------
TOTAL NET ASSETS                                       $233,248          100.0%
                                                       --------          ------
</TABLE>

                                      C-16
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Manhattan Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Citrix Systems                                  4.4%
 2.  JDS Uniphase                                    3.2%
 3.  VERITAS Software                                3.1%
 4.  PMC-Sierra                                      2.9%
 5.  PE Corp.-PE Biosystems Group                    2.2%
 6.  Peregrine Systems                               2.0%
 7.  Network Appliance                               2.0%
 8.  Efficient Networks                              2.0%
 9.  Metromedia Fiber Network                        1.9%
10.  Comverse Technology                             1.8%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (94.5%)
BUSINESS SERVICES (0.6%)
         108,300       Lamar Advertising                  $    4,718
          40,400       Reckson Service Industries              2,174
                                                          ----------
                                                               6,892
                                                          ----------
CAPITAL GOODS (1.0%)
         130,700       Waters Corp.                           12,817
                                                          ----------
COMMUNICATIONS (12.5%)
         143,800       Cabletron Systems                       7,046
         112,200       Comverse Technology                    22,089
          30,700       Copper Mountain Networks                2,669
          64,100       E-Tek Dynamics                         17,515
         149,700       Efficient Networks                     24,139
         150,500       JDS Uniphase                           39,676
          62,200       Next Level Communications               8,366
          27,700       Nextel Partners                           887
         224,381       NTL Inc.                               20,531
          37,200       Redback Networks                       11,104
                                                          ----------
                                                             154,022
                                                          ----------
</TABLE>

<TABLE>

<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
CONSUMER CYCLICALS (8.2%)
          91,100       EchoStar Communications            $   10,385
         281,200       Emmis Communications                   10,264
         207,900       Entercom Communications                 8,745
         237,900       Gemstar International Group            18,051
          82,700       General Motors Class H                  9,965
         134,200       Harley-Davidson                         9,142
         592,400       Park Place Entertainment                6,702
         111,700       Univision Communications               11,379
         193,600       USA Networks                            4,344
         171,600       Westwood One                           11,465
                                                          ----------
                                                             100,442
                                                          ----------
ELECTRICAL EQUIPMENT (11.6%)
         191,900       Altera Corp.                           15,304
         123,800       Analog Devices                         19,437
          68,600       Broadcom Corp.                         13,540
         166,900       Conexant Systems                       16,398
         185,100       KLA-Tencor                             14,426
         173,800       Maxim Integrated Products              11,612
         182,000       PMC-Sierra                             35,137
         212,200       Xilinx Inc.                            16,923
                                                          ----------
                                                             142,777
                                                          ----------
ENERGY (3.1%)
         191,500       Calpine Corporation                    17,522
         213,900       Coastal Corp.                           8,997
          65,800       Cooper Cameron                          3,636
         137,100       Rowan Companies                         3,445
         484,300       Union Pacific Resources Group           4,328
                                                          ----------
                                                              37,928
                                                          ----------
</TABLE>

                                      C-17
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman

- --------------------------------------------------------------------------------

          Manhattan Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
FINANCE (0.4%)
          84,000       eSPEED, Inc.                       $    5,203
                                                          ----------
FINANCIAL SERVICES (2.2%)
         181,800       Capital One Financial                   6,693
         219,700       E*TRADE Group                           5,410
          96,900       Lehman Brothers Holdings                7,025
         116,600       Providian Financial                     7,557
                                                          ----------
                                                              26,685
                                                          ----------
HARDWARE (5.2%)
         186,400       Flextronics International              11,347
         131,700       Network Appliance                      24,858
          56,800       QLogic Corp.                            8,861
         156,300       Sanmina Corp.                          18,297
                                                          ----------
                                                              63,363
                                                          ----------
HEALTH CARE (10.2%)
         150,500       Biogen, Inc.                           16,245
           5,200       Celera Genomics                         1,269
          79,400       HealthAxis, Inc.                        2,313
          39,000       Human Genome Sciences                   8,512
          76,300       Immunex Corp.                          15,064
          83,800       MedImmune, Inc.                        16,634
         144,500       MiniMed Inc.                           14,432
         256,000       PE Corp.-PE Biosystems Group           27,008
         144,700       QLT PhotoTherapeutics                  10,328
         128,200       Sepracor Inc.                          12,996
                                                          ----------
                                                             124,801
                                                          ----------
INTERNET (14.7%)
          44,600       Art Technology Group                    6,445
          61,100       BroadVision, Inc.                      15,431
         105,700       CheckFree Holdings                      9,295
          51,000       Clarent Corp.                           5,572
          14,400       Commerce One                            3,008
         104,200       Digex, Inc.                            16,880
</TABLE>

<TABLE>

<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
          92,900       DoubleClick Inc.                   $    8,251
          19,700       FreeMarkets, Inc.                       3,431
         111,100       Healtheon Corp.                         6,145
         337,100       Intuit Inc.                            17,698
          89,700       Phone.com                              12,524
         202,400       Portal Software                        15,205
         324,600       PSINet Inc.                            15,053
          85,150       PurchasePro.com                        10,383
          78,400       S1 Corp.                                7,889
          78,900       Safeguard Scientifics                  13,803
          25,400       VeriSign, Inc.                          6,426
          29,000       Vignette Corp.                          6,685
                                                          ----------
                                                             180,124
                                                          ----------
RETAIL (4.0%)
         257,500       Best Buy                               14,002
         146,700       BJ's Wholesale Club                     4,548
         213,200       Circuit City Stores                     8,608
         179,200       Limited, Inc.                           6,093
         253,500       Starbucks Corp.                         8,904
         105,200       Tiffany & Co.                           6,752
                                                          ----------
                                                              48,907
                                                          ----------
SOFTWARE (15.1%)
          70,500       Adobe Systems                           7,191
         133,600       Bea Systems                            16,909
         510,800       Citrix Systems                         53,857
          88,800       Micromuse Inc.                         12,593
         457,200       Peregrine Systems                      24,975
         165,600       Rational Software                      11,778
         145,700       Siebel Systems                         20,207
         189,450       VERITAS Software                       37,487
                                                          ----------
                                                             184,997
                                                          ----------
TELECOMMUNICATIONS (5.7%)
         114,000       Covad Communications Group             10,288
         231,700       Intermedia Communications              14,670
         326,200       Metromedia Fiber Network               23,451
</TABLE>

                                      C-18
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Manhattan Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
          76,100       VoiceStream Wireless               $   10,126
         146,900       WinStar Communications                 11,366
                                                          ----------
                                                              69,901
                                                          ----------
                       TOTAL COMMON STOCKS (COST
                        $572,842)                          1,158,859
                                                          ----------
</TABLE>

<TABLE>
<CAPTION>
      Principal
       Amount
- ---------------------
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (2.4%)
    $ 29,645,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $29,649,702, Collateralized
                        by $30,385,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $30,538,748)  (COST $29,645)         29,645(2)
                                                         ----------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SHORT-TERM INVESTMENTS (20.9%)
    $  7,000,000       Ford Motor Credit Co., 5.75%,
                        due 3/6/00                        $    6,994
      10,000,000       American Express Credit Corp.,
                        5.74%, due 3/8/00                      9,989
      20,000,000       General Electric Capital
                        Corp., 5.75%, due 3/8/00              19,978
     219,242,815       N&B Securities Lending Quality
                        Fund, LLC                            219,243
                                                          ----------
                       TOTAL SHORT-TERM INVESTMENTS
                        (COST $256,204)                      256,204(2)
                                                          ----------
                       TOTAL INVESTMENTS (117.8%)
                        (COST $858,691)                    1,444,708(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(17.8%)]                           (218,172)
                                                          ----------
                       TOTAL NET ASSETS (100.0%)          $1,226,536
                                                          ----------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-19
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Millennium Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Osicom Technologies                             3.4%
 2.  Efficient Networks                              3.1%
 3.  CAIS Internet                                   2.5%
 4.  Pinnacle Holdings                               2.4%
 5.  Active Software                                 2.3%
 6.  Lifeminders.com                                 2.1%
 7.  Digex, Inc.                                     2.1%
 8.  Netopia, Inc.                                   2.1%
 9.  IONA Technologies ADR                           2.1%
10.  Artisan Components                              2.0%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (98.7%)
BUSINESS SERVICES (4.2%)
         154,700       Circle.com                          $  1,460
         217,500       Corinthian Colleges                    3,888
         109,350       Iron Mountain                          3,335
         104,700       Luminant Worldwide                     2,565
          91,300       Official Payments                      3,276
             300       Onvia.com                                  6
                                                           --------
                                                             14,530
                                                           --------
BUSINESS SERVICES - GENERAL BUSINESS SERVICES (1.4%)
         608,500       Strategic Diagnostics                  4,830
                                                           --------
BUSINESS SERVICES - IT BUSINESS SERVICES (0.7%)
         140,500       Hall, Kinion & Associates              2,529
                                                           --------
CONSUMER CYCLICAL - CONSUMER MEDIA (2.5%)
          92,300       Citadel Communications                 3,127
          51,400       Emmis Communications                   1,876
          29,800       Pegasus Communications                 3,695
                                                           --------
                                                              8,698
                                                           --------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
CONSUMER CYCLICAL - LEISURE & CONSUMER SERVICE (0.9%)
         147,100       Premier Parks                       $  2,979
                                                           --------
ENERGY (3.5%)
          71,500       Hanover Compressor                     3,356
          66,900       Independent Energy Holdings
                        ADR                                   3,349
         102,200       Maverick Tube                          2,300
         127,800       Patterson Energy                       2,915
                                                           --------
                                                             11,920
                                                           --------
FINANCIAL SERVICES (5.8%)
          82,800       Affiliated Managers Group              3,255
          50,952       Digital Insight                        3,210
          79,650       eSPEED, Inc.                           4,933
         165,400       Netzee, Inc.                           4,238
         197,200       SierraCities.com                       4,166
                                                           --------
                                                             19,802
                                                           --------
HARDWARE (0.9%)
          32,600       DII Group                              3,152
                                                           --------
HEALTH CARE (9.0%)
          14,000       Abgenix, Inc.                          4,510
          61,200       Allscripts, Inc.                       4,223
          70,500       Anesta Corp.                           1,569
          37,100       ArthroCare Corp.                       4,582
         120,700       ChromaVision Medical Systems           2,482
          49,500       Enzon, Inc.                            2,871
          12,800       Human Genome Sciences                  2,793
          95,100       INAMED Corp.                           3,602
          51,900       Pharmacyclics, Inc.                    4,142
                                                           --------
                                                             30,774
                                                           --------
INTERNET (9.5%)
          94,800       About.com                              6,660
         301,800       Cybergold, Inc.                        6,036
          25,000       InterVU Inc.                           3,698
         138,200       Lifeminders.com                        7,342
         120,200       Marketing Services Group               3,185
         117,100       MyPoints.com                           5,489
                                                           --------
                                                             32,410
                                                           --------
</TABLE>

                                      C-20
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Millennium Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
RETAIL (3.6%)
          96,400       American Eagle Outfitters           $  2,458
         152,300       Factory 2-U Stores                     3,693
         100,100       Insight Enterprises                    3,141
         210,400       Steven Madden                          2,840
                                                           --------
                                                             12,132
                                                           --------
SEMICONDUCTORS (6.5%)
          97,600       Asyst Technologies                     4,477
          20,400       Cree, Inc.                             3,833
          95,200       Cypress Semiconductor                  4,343
          46,000       Elantec Semiconductor                  2,895
          60,900       Helix Technology                       4,332
          48,600       Zoran Corp.                            2,479
                                                           --------
                                                             22,359
                                                           --------
SOFTWARE (9.0%)
          75,100       Active Software                        7,885
          74,100       Actuate Software                       4,622
         114,400       BindView Development                   3,861
          42,600       PC-Tel                                 2,897
          47,000       Project Software & Development         3,639
          56,500       Radiant Systems                        2,889
          77,200       Visual Networks                        5,076
                                                           --------
                                                             30,869
                                                           --------
TECHNOLOGY - HARDWARE (16.1%)
          71,800       AudioCodes Ltd.                        5,547
          65,500       Efficient Networks                    10,562
          20,000       Extended Systems                       2,035
          53,800       Mercury Computer Systems               2,592
          42,000       Natural MicroSystems                   2,678
          84,300       Netopia, Inc.                          7,271
          81,100       Osicom Technologies                   11,754
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
          61,200       SonicWALL, Inc.                     $  5,539
          34,000       Virata Corp.                           5,015
          65,500       Westell Technologies                   2,243
                                                           --------
                                                             55,236
                                                           --------
TECHNOLOGY - SEMICONDUCTOR (4.4%)
         270,800       Artisan Components                     6,872
         171,100       Integrated Device Technology           6,309
          25,000       Kopin Corp.                            1,853
                                                           --------
                                                             15,034
                                                           --------
TECHNOLOGY - SOFTWARE (6.1%)
          27,100       Allaire Corp.                          3,506
          83,300       IONA Technologies ADR                  7,060
          52,500       Netegrity, Inc.                        4,489
         137,800       SERENA Software                        5,813
                                                           --------
                                                             20,868
                                                           --------
TELECOMMUNICATIONS (14.6%)
          47,200       AirGate PCS                            4,626
          83,100       C-COR.net                              3,716
         225,500       CAIS Internet                          8,625
          45,300       Digex, Inc.                            7,339
          41,500       Digital Island                         4,819
          78,300       Eloquent, Inc.                         2,633
         109,500       Network Plus                           4,223
          30,100       Nextel Partners                          963
         137,700       Pinnacle Holdings                      8,055
           7,900       Teltrend Inc.                            837
          53,000       Time Warner Telecom                    4,081
                                                           --------
                                                             49,917
                                                           --------
                       TOTAL COMMON STOCKS (COST
                        $211,549)                           338,039
                                                           --------
</TABLE>

                                      C-21
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Millennium Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (2.9%)
     $ 9,906,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $9,907,571, Collateralized by
                        $10,155,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $10,206,384) (COST $9,906)         $  9,906(2)
                                                           --------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SHORT-TERM INVESTMENTS (12.6%)
     $43,222,736       N&B Securities Lending Quality
                        Fund, LLC (COST $43,223)           $ 43,223(2)
                                                           --------
                       TOTAL INVESTMENTS (114.2%)
                        (COST $264,678)                     391,168(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(14.2%)]                           (48,492)
                                                           --------
                       TOTAL NET ASSETS (100.0%)           $342,676
                                                           --------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-22
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Partners Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  L.M. Ericsson Telephone, B Shares ADR           3.1%
 2.  CIGNA Corp.                                     3.0%
 3.  News Corp. ADR                                  3.0%
 4.  GTE Corp.                                       2.6%
 5.  IBM                                             2.6%
 6.  The Williams Cos.                               2.4%
 7.  Honeywell International                         2.3%
 8.  Parametric Technology                           2.3%
 9.  Computer Associates                             2.3%
10.  Bank of New York                                2.3%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (95.3%)
AEROSPACE (2.3%)
       1,423,000       Honeywell International            $   68,482
                                                          ----------
AIRLINES (1.5%)
         393,000       AMR Corp.                              20,780
         771,200       Continental Airlines Class B           24,389
                                                          ----------
                                                              45,169
                                                          ----------
AUTOMOBILE MANUFACTURING (1.7%)
         657,000       General Motors                         49,973
                                                          ----------
AUTO/TRUCK REPLACEMENT PARTS (0.8%)
       1,090,000       Lear Corp.                             23,026
                                                          ----------
BANKING & FINANCIAL (6.8%)
       2,025,000       Bank of New York                       67,458
         770,000       Chase Manhattan                        61,311
         284,100       Citigroup Inc.                         14,684
       1,337,000       Countrywide Credit Industries          33,342
         675,000       Wells Fargo                            22,317
                                                          ----------
                                                             199,112
                                                          ----------
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
CHEMICALS (2.9%)
         614,000       Alcoa Inc.                         $   42,059
         855,000       duPont                                 43,177
                                                          ----------
                                                              85,236
                                                          ----------
COMMUNICATIONS (3.0%)
         570,000       Bell Atlantic                          27,894
       1,360,000       MCI WorldCom                           60,690
                                                          ----------
                                                              88,584
                                                          ----------
ENERGY (1.6%)
         175,000       AES Corp.                              14,667
         660,000       Duke Energy                            32,010
                                                          ----------
                                                              46,677
                                                          ----------
FINANCIAL SERVICES (2.1%)
       2,150,000       Ceridian Corp.                         42,597
         593,000       SLM Holding                            18,568
                                                          ----------
                                                              61,165
                                                          ----------
FOOD & TOBACCO (3.0%)
         839,000       Anheuser-Busch                         53,801
       1,197,900       Nabisco Holdings                       35,039
                                                          ----------
                                                              88,840
                                                          ----------
FOOD PRODUCTS (2.0%)
       4,000,000       Kroger Co.                             59,500
                                                          ----------
GAS (1.8%)
       1,572,100       Praxair, Inc.                          53,058
                                                          ----------
HEALTH CARE (11.3%)
         942,000       American Home Products                 40,977
       1,020,300       Bristol-Myers Squibb                   57,966
       1,200,000       CIGNA Corp.                            88,575
         706,400       Johnson & Johnson                      50,684
           5,500       MedicaLogic, Inc.                         204
         955,000       Merck & Co.                            58,792
         547,900       Wellpoint Health Networks              36,984
                                                          ----------
                                                             334,182
                                                          ----------
</TABLE>

                                      C-23
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman

- --------------------------------------------------------------------------------

          Partners Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
INDUSTRIAL GOODS & SERVICES (2.8%)
       1,485,000       General Dynamics                   $   64,226
         357,200       Phelps Dodge                           16,833
                                                          ----------
                                                              81,059
                                                          ----------
INSURANCE (5.6%)
       1,544,000       Ace, Ltd.                              27,599
         650,000       American International Group           57,485
       1,465,700       Aon Corp.                              30,688
       1,183,359       XL Capital                             47,852
                                                          ----------
                                                             163,624
                                                          ----------
MEDIA & ENTERTAINMENT (1.8%)
       1,570,000       Walt Disney                            52,595
                                                          ----------
OIL & GAS (9.2%)
         540,000       Chevron Corp.                          40,331
         735,000       Exxon Mobil                            55,355
         870,000       Halliburton Co.                        33,223
         913,200       Texaco Inc.                            43,320
         800,000       Total Fina ADR                         53,700
       1,158,000       Transocean Sedco Forex                 45,669
                                                          ----------
                                                             271,598
                                                          ----------
PAPER & FOREST PRODUCTS (2.5%)
         478,500       Georgia-Pacific                        16,598
       1,095,000       Weyerhaeuser Co.                       56,187
                                                          ----------
                                                              72,785
                                                          ----------
RAILROADS (0.2%)
         305,300       Burlington Northern Santa Fe            6,011
                                                          ----------
RETAILING (0.6%)
       1,620,000       Consolidated Stores                    18,225
                                                          ----------
TECHNOLOGY (19.5%)
       1,980,000       Cadence Design Systems                 39,476
       1,058,000       Computer Associates                    68,043
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
         540,000       Computer Sciences                  $   42,559
         505,000       General Motors Class H                 60,853
         750,000       IBM                                    76,500
         961,000       L.M. Ericsson Telephone, B
                        Shares ADR                            92,256
         225,000       Micron Technology                      22,064
         175,000       Motorola, Inc.                         29,837
          39,200       Network Solutions                      12,639
       1,142,400       Novell, Inc.                           37,771
       2,245,000       Parametric Technology                  68,052
         798,600       Unisys Corp.                           23,908
           5,000       VIA NET.WORKS                             330
                                                          ----------
                                                             574,288
                                                          ----------
TELECOMMUNICATIONS (7.7%)
         176,550       Allegiance Telecom                     17,456
       1,045,000       AT&T Corp.-Liberty Media Group
                        Class A                               54,601
         297,800       Global Crossing                        13,885
       1,323,100       GTE Corp.                              78,063
         468,000       Nextel Communications                  63,999
                                                          ----------
                                                             228,004
                                                          ----------
UTILITIES (4.6%)
         998,400       Edison International                   26,270
       1,695,000       The Williams Cos.                      70,872
       1,010,000       Unicom Corp.                           38,191
                                                          ----------
                                                             135,333
                                                          ----------
                       TOTAL COMMON STOCKS (COST
                        $2,686,567)                        2,806,526
                                                          ----------
PREFERRED STOCKS (3.0%)
       1,752,000       News Corp. ADR (COST $46,209)          88,147
                                                          ----------
</TABLE>

                                      C-24
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Partners Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (1.0%)
    $ 29,395,000       State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $29,399,662, Collateralized
                        by $30,125,000 Fannie Mae,
                        Notes, 6.40%, due 9/27/01
                        (Collateral Value
                        $30,277,433) (COST $29,395)       $   29,395(2)
                                                          ----------
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SHORT-TERM INVESTMENTS (3.4%)
    $101,394,544       N&B Securities Lending Quality
                        Fund, LLC (COST $101,395)         $  101,395(2)
                                                          ----------
                       TOTAL INVESTMENTS (102.7%)
                        (COST $2,863,566)                  3,025,463(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(2.7%)]                             (79,167)
                                                          ----------
                       TOTAL NET ASSETS (100.0%)          $2,946,296
                                                          ----------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-25
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Regency Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  American Tower                                  2.6%
 2.  Comdisco, Inc.                                  2.3%
 3.  Parametric Technology                           2.2%
 4.  General Motors Class H                          2.2%
 5.  Cabletron Systems                               2.2%
 6.  General Dynamics                                2.1%
 7.  Dynegy Inc.                                     2.1%
 8.  SPX Corp.                                       2.1%
 9.  Coastal Corp.                                   2.0%
10.  Genzyme Corp.                                   2.0%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (94.4%)
AIRLINES (1.0%)
         11,300        Continental Airlines Class B         $   357
                                                            -------
AUTOMOTIVE (1.5%)
         24,800        Lear Corp.                               524
                                                            -------
BANKING & FINANCIAL (4.3%)
         15,400        Countrywide Credit Industries            384
         12,400        FleetBoston Financial                    338
         41,000        IndyMac Mortgage Holdings                520
         10,700        Valley National Bancorp                  248
                                                            -------
                                                              1,490
                                                            -------
CHEMICALS (2.1%)
          9,700        Lyondell Chemical                         83
          6,800        Waters Corp.                             667
                                                            -------
                                                                750
                                                            -------
</TABLE>

<TABLE>

<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
CONSUMER PRODUCTS & SERVICES (2.8%)
         17,200        Maytag Corp.                         $   455
          5,400        Sealed Air                               268
         19,300        Smurfit-Stone Container                  263
                                                            -------
                                                                986
                                                            -------
ELECTRICAL & ELECTRONICS (2.6%)
          2,400        AES Corp.                                201
          8,300        National Semiconductor                   624
          8,600        Niagara Mohawk Holdings                  101
                                                            -------
                                                                926
                                                            -------
ENERGY (2.0%)
         16,800        Coastal Corp.                            707
                                                            -------
ENTERTAINMENT (1.5%)
         23,700        Starwood Hotels & Resorts
                        Worldwide                               532
                                                            -------
FINANCIAL SERVICES (7.4%)
          8,500        Ambac Financial Group                    374
         25,300        Ceridian Corp.                           501
          3,000        Citigroup Inc.                           155
         12,800        Dun & Bradstreet                         335
         18,800        FINOVA Group                             538
          3,900        Kansas City Southern
                        Industries                              307
         12,400        SLM Holding                              388
                                                            -------
                                                              2,598
                                                            -------
GAS (1.6%)
         16,600        Praxair, Inc.                            560
                                                            -------
HEALTH CARE (7.9%)
         17,600        Becton, Dickinson & Co.                  547
          8,200        Bristol-Myers Squibb                     466
         12,200        Genzyme Corp.                            701
</TABLE>

                                      C-26
<PAGE>
                                                   February 29, 2000 (Unaudited)
- --------------------------------------------------------------------------------

          Regency Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
          7,300        Neoforma.com                         $   434
          9,500        Wellpoint Health Networks                641
                                                            -------
                                                              2,789
                                                            -------
INDUSTRIAL GOODS & SERVICES (7.3%)
          7,800        American Standard                        272
         10,200        Bowater Inc.                             502
         19,500        Fort James                               367
         17,200        General Dynamics                         744
          4,200        Phelps Dodge                             198
          5,800        Reynolds Metals                          368
          6,500        UCAR International                        99
                                                            -------
                                                              2,550
                                                            -------
INSURANCE (3.6%)
         30,200        Ace, Ltd.                                540
         17,200        Aon Corp.                                360
          8,600        XL Capital                               348
                                                            -------
                                                              1,248
                                                            -------
MACHINERY & EQUIPMENT (4.6%)
          4,900        Danaher Corp.                            200
          4,700        Eaton Corp.                              352
          7,200        Grainger, Inc.                           308
          8,500        SPX Corp.                                740
                                                            -------
                                                              1,600
                                                            -------
MEDIA (0.9%)
          6,900        E.W. Scripps                             298
                                                            -------
OIL & GAS (10.6%)
         13,300        Anadarko Petroleum                       409
         11,500        Apache Corp.                             420
         15,863        Dynegy Inc.                              743
         13,100        Kinder Morgan                            365
         12,600        Noble Drilling                           454
         11,800        Tosco Corp.                              316
         14,500        Transocean Sedco Forex                   572
         21,200        USX-Marathon Group                       458
                                                            -------
                                                              3,737
                                                            -------
</TABLE>

<TABLE>

<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
RETAILING (3.2%)
         35,700        Consolidated Stores                  $   402
         10,400        Harcourt General                         358
         35,600        W.R. Grace                               358
                                                            -------
                                                              1,118
                                                            -------
TECHNOLOGY (15.9%)
          9,600        ANTEC Corp.                              508
         15,600        Cabletron Systems                        765
         31,200        Cadence Design Systems                   622
         20,900        Comdisco, Inc.                           803
          6,400        General Motors Class H                   771
            400        Network Solutions                        129
          9,900        Novell, Inc.                             327
         25,800        Parametric Technology                    782
          5,600        PSINet Inc.                              260
         20,000        SunGard Data Systems                     600
                                                            -------
                                                              5,567
                                                            -------
TELECOMMUNICATIONS (9.9%)
         39,100        A.H. Belo                                503
         18,500        American Tower                           911
          8,500        AT&T Corp.- Liberty Media
                        Group Class A                           444
          4,100        EchoStar Communications                  467
         11,700        Global Crossing                          546
          4,100        Metromedia Fiber Network                 295
          4,200        WinStar Communications                   325
                                                            -------
                                                              3,491
                                                            -------
</TABLE>

                                      C-27
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Regency Portfolio (Cont'd)

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
UTILITIES (3.7%)
          8,100        Cinergy Corp.                        $   173
         14,800        The Williams Cos.                        619
         13,700        Unicom Corp.                             518
                                                            -------
                                                              1,310
                                                            -------
                       TOTAL COMMON STOCKS (COST
                        $31,720)                             33,138
                                                            -------
PREFERRED STOCKS (1.8%)
         12,300        News Corp. ADR  (COST $339)              619
                                                            -------
</TABLE>

<TABLE>
<CAPTION>
      Principal
       Amount
- ---------------------
<C>                    <S>                              <C>
U.S. GOVERNMENT AGENCY SECURITIES (2.0%)
     $  700,000        Federal Home Loan Bank,
                        Discount Notes, 5.72%,
                        due 3/1/00  (COST $700)               700(2)
                                                          -------
REPURCHASE AGREEMENTS (3.3%)
      1,154,000        State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $1,154,183, Collateralized by
                        $1,185,000 Fannie Mae, Notes,
                        6.40%, due 9/27/01
                        (Collateral Value $1,190,996)
                         (COST $1,154)                      1,154(2)
                                                          -------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
SHORT-TERM INVESTMENTS (3.5%)
     $1,245,032        N&B Securities Lending Quality
                        Fund, LLC  (COST $1,245)            $ 1,245(2)
                                                            -------
                       TOTAL INVESTMENTS
                        (105.0%) (COST $35,158)              36,856(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(5.0%)]                             (1,740)
                                                            -------
                       TOTAL NET ASSETS (100.0%)            $35,116
                                                            -------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-28
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------
          Socially Responsive Portfolio

<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
     ----------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Hewlett-Packard                                 5.4%
 2.  Intel Corp.                                     5.1%
 3.  Electronic Data Systems                         4.1%
 4.  Citigroup Inc.                                  4.0%
 5.  Cooper Cameron                                  3.6%
 6.  AT&T Corp.                                      3.2%
 7.  Warner-Lambert                                  2.9%
 8.  MCI WorldCom                                    2.9%
 9.  Biogen, Inc.                                    2.8%
10.  Kimberly-Clark                                  2.6%
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
COMMON STOCKS (99.0%)
ADVERTISING (2.0%)
         67,900        True North Communications           $  2,512
                                                           --------
BASIC MATERIALS (2.0%)
         36,600        Alcoa Inc.                             2,507
                                                           --------
CHEMICALS (4.8%)
         75,000        International Flavors &
                        Fragrances                            2,250
         36,300        Minerals Technologies                  1,473
         70,700        Praxair, Inc.                          2,386
                                                           --------
                                                              6,109
                                                           --------
CONSUMER GOODS & SERVICES (4.8%)
         65,300        Kimberly-Clark                         3,375
        100,000        Marriott International                 2,756
                                                           --------
                                                              6,131
                                                           --------
DIVERSIFIED (4.1%)
         48,800        Danaher Corp.                          1,992
         87,100        Tyco International                     3,304
                                                           --------
                                                              5,296
                                                           --------
ENERGY (1.8%)
         50,000        BP Amoco ADR                           2,350
                                                           --------
</TABLE>

<TABLE>

<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
ENTERTAINMENT (2.6%)
        127,000        Fox Entertainment Group             $  3,342
                                                           --------
FINANCIAL SERVICES (8.3%)
         37,600        Chase Manhattan                        2,994
         98,950        Citigroup Inc.                         5,115
         46,800        Fannie Mae                             2,480
                                                           --------
                                                             10,589
                                                           --------
FOOD & BEVERAGE (0.8%)
         66,400        Sara Lee                                 996
                                                           --------
HEALTH CARE (9.2%)
         32,600        Biogen, Inc.                           3,519
         22,800        Johnson & Johnson                      1,636
         42,800        Warner-Lambert                         3,662
         42,900        Wellpoint Health Networks              2,895
                                                           --------
                                                             11,712
                                                           --------
INSURANCE (6.3%)
         27,000        American International Group           2,388
         60,000        HealthAxis, Inc.                       1,747
         30,200        Progressive Corp.                      1,797
         76,200        ReliaStar Financial                    2,129
                                                           --------
                                                              8,061
                                                           --------
OIL & GAS (9.7%)
         90,500        Anadarko Petroleum                     2,783
         83,500        Cooper Cameron                         4,613
         47,300        Enron Corp.                            3,264
         50,600        Nabors Industries                      1,815
                                                           --------
                                                             12,475
                                                           --------
PAPER & FOREST PRODUCTS (1.3%)
         53,700        Mead Corp.                             1,608
                                                           --------
PUBLISHING & BROADCASTING (1.8%)
         81,700        Valassis Communications                2,262
                                                           --------
</TABLE>

                                      C-29
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger Berman                                   February 29, 2000 (Unaudited)

- --------------------------------------------------------------------------------

          Socially Responsive Portfolio (Cont'd)

<TABLE>
RETAIL (3.7%)
<CAPTION>
                                                            Market
       Number                                              Value(1)
      of Shares                                         (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
         71,700        Safeway Inc.                        $  2,765
         33,600        Target Corp.                           1,982
                                                           --------
                                                              4,747
                                                           --------
RETAIL STORES (1.7%)
         60,700        Federated Department Stores            2,227
                                                           --------
RETAILING (1.5%)
         40,000        Wal-Mart Stores                        1,947
                                                           --------
TECHNOLOGY (20.4%)
        110,700        Compaq Computer                        2,754
         81,100        Electronic Data Systems                5,251
         51,700        Hewlett-Packard                        6,954
         25,000        IBM                                    2,550
         58,100        Intel Corp.                            6,565
         60,000        Novell, Inc.                           1,984
                                                           --------
                                                             26,058
                                                           --------
TELECOMMUNICATIONS (9.8%)
         83,200        AT&T Corp.                             4,113
         45,500        Bell Atlantic                          2,227
         81,900        MCI WorldCom                           3,655
         33,000        Metricom, Inc.                         2,570
                                                           --------
                                                             12,565
                                                           --------
TRANSPORTATION (2.4%)
         58,100        AMR Corp.                              3,072
                                                           --------
                       TOTAL COMMON STOCKS (COST
                        $106,437)                           126,566
                                                           --------
</TABLE>

<TABLE>
<CAPTION>
                                                            Market
      Principal                                            Value(1)
       Amount                                           (000's omitted)
- ---------------------                                   ---------------
<C>                    <S>                              <C>
REPURCHASE AGREEMENTS (0.8%)
     $1,023,000        State Street Bank and Trust
                        Co. Repurchase Agreement,
                        5.71%, due 3/1/00, dated
                        2/29/00, Maturity Value
                        $1,046,166, Collateralized by
                        $1,075,000 Fannie Mae, Notes,
                        6.40%, due 9/27/01
                        (Collateral Value $1,080,440)
                         (COST $1,023)                     $  1,023(2)
                                                           --------
SHORT-TERM INVESTMENTS (1.9%)
        100,000        Community Capital Bank, 4.20%,
                        due 3/31/00                             100
        100,000        Self Help Credit Union, 5.46%,
                        due 5/22/00                             100
      2,214,967        N&B Securities Lending Quality
                        Fund, LLC                             2,215
                                                           --------
                       TOTAL SHORT-TERM INVESTMENTS
                        (COST $2,415)                         2,415(2)
                                                           --------
                       TOTAL INVESTMENTS (101.7%)
                        (COST $109,875)                     130,004(3)
                       Liabilities, less cash,
                        receivables and other assets
                        [(1.7%)]                             (2,135)
                                                           --------
                       TOTAL NET ASSETS (100.0%)           $127,869
                                                           --------
</TABLE>

SEE NOTES TO SCHEDULE OF INVESTMENTS

                                      C-30
<PAGE>
NOTES TO SCHEDULE OF INVESTMENTS
                                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------
          Equity Managers Trust and Global Managers Trust
1) Investment securities of each Portfolio are valued at the latest sales price;
   securities for which no sales were reported, unless otherwise noted, are
   valued at the mean between the closing bid and asked prices, with the
   exception of securities held by Neuberger Berman International Portfolio,
   which are valued at the last available bid price. The Portfolios value all
   other securities by a method the trustees of Equity Managers Trust or Global
   Managers Trust believe accurately reflects fair value. Foreign security
   prices are furnished by independent quotation services expressed in local
   currency values. Foreign security prices are translated from the local
   currency into U.S. dollars using current exchange rates. Short-term debt
   securities with less than 60 days until maturity may be valued at cost which,
   when combined with interest earned, approximates market value.
2) At cost, which approximates market value.
3) At February 29, 2000, selected Portfolio information on a U.S. Federal income
   tax basis was as follows:

<TABLE>
<CAPTION>
                                                         GROSS          GROSS
                                                       UNREALIZED     UNREALIZED   NET UNREALIZED
NEUBERGER BERMAN                          COST        APPRECIATION   DEPRECIATION   APPRECIATION
<S>                                  <C>             <C>             <C>           <C>
- -------------------------------------------------------------------------------------------------
CENTURY PORTFOLIO                    $   30,982,000   $  4,619,000   $ 1,238,000    $  3,381,000
FOCUS PORTFOLIO                       1,104,958,000    732,439,000   105,424,000     627,015,000
GENESIS PORTFOLIO                     1,396,697,000    329,645,000   144,978,000     184,667,000
GUARDIAN PORTFOLIO                    3,631,665,000    600,113,000   470,157,000     129,956,000
MANHATTAN PORTFOLIO                     858,802,000    604,639,000    18,733,000     585,906,000
MILLENNIUM PORTFOLIO                    264,713,000    131,509,000     5,054,000     126,455,000
PARTNERS PORTFOLIO                    2,867,056,000    417,728,000   259,321,000     158,407,000
REGENCY PORTFOLIO                        35,162,000      5,794,000     4,100,000       1,694,000
SOCIALLY RESPONSIVE PORTFOLIO           109,875,000     28,627,000     8,498,000      20,129,000
</TABLE>

4) Affiliated issuer (see Note E of Notes to Financial Statements).
5) The following securities were held in escrow at February 29, 2000, to cover
   outstanding call options written:

<TABLE>
<CAPTION>
                                                                                     PREMIUM
                                               SECURITIES AND      MARKET VALUE         ON        MARKET VALUE
NEUBERGER BERMAN                  SHARES          OPTIONS          OF SECURITIES     OPTIONS       OF OPTIONS
<S>                               <C>        <C>                   <C>              <C>           <C>
- --------------------------------------------------------------------------------------------------------------
GUARDIAN PORTFOLIO                311,500      Warner-Lambert       $26,653,000     $1,889,000     $  642,000
                                              July 2000 @ 105
                                  100,000     Wellpoint Health        6,750,000       893,000       1,838,000
                                                  Networks
                                              April 2000 @ 50
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-31
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                      EQUITY MANAGERS TRUST
                                                    ----------------------------------------------------------
                                                       CENTURY         FOCUS         GENESIS       GUARDIAN
(000's omitted)                                       PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO
<S>                                                 <C>            <C>            <C>            <C>
                                                    ----------------------------------------------------------
ASSETS
      Investments in securities, at market value*
        (Notes A & E) -- see Schedule of
        Investments:
          Unaffiliated issuers                      $     34,363   $  1,690,323   $  1,487,748   $  3,761,621
          Non-controlled affiliated issuers                   --         41,650         93,616             --
                                                    ----------------------------------------------------------
                                                          34,363      1,731,973      1,581,364      3,761,621
      Cash                                                     1             --              1             --
      Dividends and interest receivable                       12            679          1,610          5,701
      Prepaid expenses and other assets                       --             24             46            127
      Receivable for option contracts written                 --              8             --             --
      Receivable for securities sold                         124         10,010         22,492         33,983
      Receivable for variation margin (Note A)                --             --             --             --
                                                    ----------------------------------------------------------
                                                          34,500      1,742,694      1,605,513      3,801,432
                                                    ----------------------------------------------------------
LIABILITIES
      Option contracts written, at market value
        (Note A)                                              --             --             --          2,480
      Payable for collateral on securities loaned
        (Note A)                                           2,493          6,891         47,518         58,320
      Payable for securities purchased                     1,004          5,713         18,981         67,716
      Payable to investment manager (Note B)                  12            636            878          1,369
      Accrued expenses and other payables                     24            163            331            398
                                                    ----------------------------------------------------------
                                                           3,533         13,403         67,708        130,283
                                                    ----------------------------------------------------------
NET ASSETS Applicable to Investors' Beneficial
  Interests                                         $     30,967   $  1,729,291   $  1,537,805   $  3,671,149
                                                    ----------------------------------------------------------

NET ASSETS consist of:
      Paid-in capital                               $     27,586   $  1,099,861   $  1,353,079   $  3,540,666
      Net unrealized appreciation in value of
        investment securities, financial futures
        contracts, and option contracts                    3,381        629,430        184,726        130,483
                                                    ----------------------------------------------------------
NET ASSETS                                          $     30,967   $  1,729,291   $  1,537,805   $  3,671,149
                                                    ----------------------------------------------------------
*Cost of investments:
Unaffiliated issuers                                $     30,982   $  1,066,195   $  1,295,175   $  3,631,440
Non-controlled affiliated issuers                             --         36,348        101,463             --
                                                    ----------------------------------------------------------
      Total cost of investments                     $     30,982   $  1,102,543   $  1,396,638   $  3,631,440
                                                    ----------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-32
<PAGE>
                                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                              GLOBAL
                                             MANAGERS
                                               TRUST                             EQUITY MANAGERS TRUST
                                           ------------- ---------------------------------------------------------------------
                                                                                                                   SOCIALLY
                                           INTERNATIONAL   MANHATTAN    MILLENNIUM     PARTNERS       REGENCY     RESPONSIVE
                                             PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO
<S>                                        <C>           <C>           <C>           <C>           <C>           <C>
                                           -----------------------------------------------------------------------------------
ASSETS
    Investments in securities, at market
      value* (Notes A & E) -- see Schedule
      of Investments:
          Unaffiliated issuers             $    244,827  $  1,444,708  $    391,168  $  3,025,463  $     36,856  $    130,004
          Non-controlled affiliated
            issuers                                  --            --            --            --            --            --
                                           -----------------------------------------------------------------------------------
                                                244,827     1,444,708       391,168     3,025,463        36,856       130,004
      Cash                                           11             6            12            --            --             2
      Dividends and interest receivable             248           961           172         5,152            34            99
      Prepaid expenses and other assets              13            52             3            83             2             8
      Receivable for option contracts
        written                                      --            --            --            --            --            --
      Receivable for securities sold                 --         7,935         6,029        18,768           417         2,454
      Receivable for variation margin
        (Note A)                                     14            --            --            --            --            --
                                           -----------------------------------------------------------------------------------
                                                245,113     1,453,662       397,384     3,049,466        37,309       132,567
                                           -----------------------------------------------------------------------------------
LIABILITIES
      Option contracts written, at market
        value (Note A)                               --            --            --            --            --            --
      Payable for collateral on securities
        loaned (Note A)                          11,604       219,243        43,223       101,395         1,245         2,215
      Payable for securities purchased               --         6,476        11,088           272           915         2,375
      Payable to investment manager
        (Note B)                                    149           442           193         1,117            15            60
      Accrued expenses and other payables           112           965           204           386            18            48
                                           -----------------------------------------------------------------------------------
                                                 11,865       227,126        54,708       103,170         2,193         4,698
                                           -----------------------------------------------------------------------------------
NET ASSETS Applicable to Investors'
  Beneficial Interests                     $    233,248  $  1,226,536  $    342,676  $  2,946,296  $     35,116  $    127,869
                                           -----------------------------------------------------------------------------------

NET ASSETS consist of:
      Paid-in capital                      $    121,202  $    640,519  $    216,186  $  2,784,399  $     33,418  $    107,740
      Net unrealized appreciation in value
        of investment securities,
        financial futures contracts, and
        option contracts                        112,046       586,017       126,490       161,897         1,698        20,129
                                           -----------------------------------------------------------------------------------
NET ASSETS                                 $    233,248  $  1,226,536  $    342,676  $  2,946,296  $     35,116  $    127,869
                                           -----------------------------------------------------------------------------------
*Cost of investments:
Unaffiliated issuers                       $    132,767  $    858,691  $    264,678  $  2,863,566  $     35,158  $    109,875
Non-controlled affiliated issuers                    --            --            --            --            --            --
                                           -----------------------------------------------------------------------------------
      Total cost of investments            $    132,767  $    858,691  $    264,678  $  2,863,566  $     35,158  $    109,875
                                           -----------------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-33
<PAGE>
STATEMENTS OF OPERATIONS
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                         EQUITY MANAGERS TRUST
                                                                         ---------------------
                                                                         CENTURY          FOCUS
                                                                        PORTFOLIO       PORTFOLIO
                                                                         For the
                                                                       Period from
                                                                    December 6, 1999     For the
                                                                      (Commencement     Six Months
                                                                    of Operations) to     Ended
                                                                      February 29,     February 29,
                                                                    -------------------------------
                                                                          2000             2000
(000'S OMITTED)                                                        (UNAUDITED)     (UNAUDITED)
<S>                                                                 <C>                <C>
                                                                    -------------------------------
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers                          $        9       $    5,920
      Dividend income -- non-controlled affiliated issuers                     --               --
      Interest income                                                          36              292
      Foreign taxes withheld (Note A)                                          --               --
                                                                    -------------------------------
        Total income                                                           45            6,212
                                                                    -------------------------------
    Expenses:
      Investment management fee (Note B)                                       23            3,945
      Accounting fees                                                           2                5
      Auditing fees                                                             5               21
      Custodian fees (Note B)                                                  12              146
      Insurance expense                                                        --               10
      Legal fees                                                                5               12
      Trustees' fees and expenses                                               2               12
      Miscellaneous                                                            --               --
                                                                    -------------------------------
        Total expenses                                                         49            4,151
      Expenses reduced by custodian fee expense offset
        arrangement (Note B)                                                   --               (4)
                                                                    -------------------------------
        Total net expenses                                                     49            4,147
                                                                    -------------------------------
        Net investment income (loss)                                           (4)           2,065
                                                                    -------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain (loss) on investment securities sold in
      unaffiliated issuers                                                     (9)         192,180
    Net realized loss on investment securities sold in non-
      controlled affiliated issuers                                            --               --
    Net realized loss on option contracts (Note A)                             --              (12)
    Net realized loss on financial futures contracts (Note A)                  --               --
    Net realized loss on foreign currency transactions (Note A)                --               --
    Change in net unrealized appreciation (depreciation) of
      investment securities, financial futures contracts, option
      contracts, and translation of assets and liabilities in
      foreign currencies (Note A)                                           3,381          122,083
                                                                    -------------------------------
        Net gain (loss) on investments                                      3,372          314,251
                                                                    -------------------------------
        Net increase (decrease) in net assets resulting from
          operations                                                   $    3,368       $  316,316
                                                                    -------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-34
<PAGE>
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 GLOBAL
                                                                                                MANAGERS
                                                                     EQUITY MANAGERS TRUST        TRUST
                                                                  --------------------------- -------------
                                                                     GENESIS      GUARDIAN    INTERNATIONAL
                                                                    PORTFOLIO     PORTFOLIO     PORTFOLIO
                                                                     For the       For the       For the
                                                                   Six Months    Six Months    Six Months
                                                                      Ended         Ended         Ended
                                                                  February 29,  February 29,  February 29,
                                                                      2000          2000          2000
                                                                   (UNAUDITED)   (UNAUDITED)   (UNAUDITED)
<S>                                                               <C>           <C>           <C>
                                                                  -----------------------------------------
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers                     $      6,991  $     25,244  $        268
      Dividend income -- non-controlled affiliated issuers                 524            --            --
      Interest income                                                    2,139         8,022           344
      Foreign taxes withheld (Note A)                                       --          (122)          (33)
                                                                  -----------------------------------------
        Total income                                                     9,654        33,144           579
                                                                  -----------------------------------------
    Expenses:
      Investment management fee (Note B)                                 5,806         9,727           690
      Accounting fees                                                        5             5             5
      Auditing fees                                                         20            24            16
      Custodian fees (Note B)                                              163           328           113
      Insurance expense                                                     11            31             1
      Legal fees                                                             6            10             8
      Trustees' fees and expenses                                           12            27             5
      Miscellaneous                                                         17            --            --
                                                                  -----------------------------------------
        Total expenses                                                   6,040        10,152           838
      Expenses reduced by custodian fee expense offset
        arrangement (Note B)                                                --            (5)           --
                                                                  -----------------------------------------
        Total net expenses                                               6,040        10,147           838
                                                                  -----------------------------------------
        Net investment income (loss)                                     3,614        22,997          (259)
                                                                  -----------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain (loss) on investment securities sold in
      unaffiliated issuers                                              61,250       447,704         4,411
    Net realized loss on investment securities sold in non-
      controlled affiliated issuers                                     (5,188)           --            --
    Net realized loss on option contracts (Note A)                          --       (88,477)           --
    Net realized loss on financial futures contracts (Note A)               --        (5,940)         (225)
    Net realized loss on foreign currency transactions (Note A)             --            --            (3)
    Change in net unrealized appreciation (depreciation) of
      investment securities, financial futures contracts, option
      contracts, and translation of assets and liabilities in
      foreign currencies (Note A)                                       43,805      (450,438)       77,160
                                                                  -----------------------------------------
        Net gain (loss) on investments                                  99,867       (97,151)       81,343
                                                                  -----------------------------------------
        Net increase (decrease) in net assets resulting from
          operations                                              $    103,481  $    (74,154) $     81,084
                                                                  -----------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-35
<PAGE>
STATEMENTS OF OPERATIONS(Cont'd)
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                      EQUITY MANAGERS TRUST
                                                                      ---------------------
                                                                     MANHATTAN     MILLENNIUM
                                                                     PORTFOLIO     PORTFOLIO
                                                                      For the       For the
                                                                     Six Months    Six Months
                                                                       Ended         Ended
                                                                    February 29,  February 29,
                                                                    --------------------------
                                                                        2000          2000
(000'S OMITTED)                                                     (UNAUDITED)   (UNAUDITED)
<S>                                                                 <C>           <C>
                                                                    --------------------------
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers                        $      349    $        4
      Dividend income -- non-controlled affiliated issuers                   --            --
      Interest income                                                     1,145           370
      Foreign taxes withheld (Note A)                                        --            --
                                                                    --------------------------
        Total income                                                      1,494           374
                                                                    --------------------------
    Expenses:
      Investment management fee (Note B)                                  2,069           655
      Accounting fees                                                         5             5
      Auditing fees                                                          18             8
      Custodian fees (Note B)                                                93            47
      Insurance expense                                                       4            --
      Legal fees                                                              8            11
      Trustees' fees and expenses                                             7             3
      Miscellaneous                                                          11             3
                                                                    --------------------------
        Total expenses                                                    2,215           732
      Expenses reduced by custodian fee expense offset
        arrangement (Note B)                                                 (1)           (2)
                                                                    --------------------------
        Total net expenses                                                2,214           730
                                                                    --------------------------
        Net investment income (loss)                                       (720)         (356)
                                                                    --------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain (loss) on investment securities sold in
      unaffiliated issuers                                               92,655        24,399
    Net realized loss on investment securities sold in non-
      controlled affiliated issuers                                          --            --
    Net realized loss on option contracts (Note A)                           --            --
    Net realized loss on financial futures contracts (Note A)                --            --
    Net realized loss on foreign currency transactions (Note A)              --            --
    Change in net unrealized appreciation (depreciation) of
      investment securities, financial futures contracts, option
      contracts, and translation of assets and liabilities in
      foreign currencies (Note A)                                       463,683       120,373
                                                                    --------------------------
        Net gain (loss) on investments                                  556,338       144,772
                                                                    --------------------------
        Net increase (decrease) in net assets resulting from
          operations                                                 $  555,618    $  144,416
                                                                    --------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-36
<PAGE>
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                       EQUITY MANAGERS TRUST
                                                             -----------------------------------------
                                                                                           SOCIALLY
                                                               PARTNERS       REGENCY     RESPONSIVE
                                                               PORTFOLIO     PORTFOLIO     PORTFOLIO
                                                                For the       For the       For the
                                                              Six Months    Six Months    Six Months
                                                                 Ended         Ended         Ended
                                                             February 29,  February 29,  February 29,
                                                                 2000          2000          2000
                                                              (UNAUDITED)   (UNAUDITED)   (UNAUDITED)
<S>                                                          <C>           <C>           <C>
                                                             -----------------------------------------
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers                $     24,402  $        166  $        966
      Dividend income -- non-controlled affiliated issuers             --            --            --
      Interest income                                               2,516            68           382
      Foreign taxes withheld (Note A)                                (161)           --            --
                                                             -----------------------------------------
        Total income                                               26,757           234         1,348
                                                             -----------------------------------------
    Expenses:
      Investment management fee (Note B)                            7,806            80           671
      Accounting fees                                                   5             5             5
      Auditing fees                                                    23             5            15
      Custodian fees (Note B)                                         272            21            47
      Insurance expense                                                24            --             2
      Legal fees                                                        9             9            24
      Trustees' fees and expenses                                      22             4             4
      Miscellaneous                                                    --            --            --
                                                             -----------------------------------------
        Total expenses                                              8,161           124           768
      Expenses reduced by custodian fee expense offset
        arrangement (Note B)                                          (11)           (3)           (1)
                                                             -----------------------------------------
        Total net expenses                                          8,150           121           767
                                                             -----------------------------------------
        Net investment income (loss)                               18,607           113           581
                                                             -----------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain (loss) on investment securities sold
      in unaffiliated issuers                                      85,756         1,762        63,234
    Net realized loss on investment securities sold in non-
      controlled affiliated issuers                                    --            --            --
    Net realized loss on option contracts (Note A)                     --            --            --
    Net realized loss on financial futures contracts
      (Note A)                                                         --            --            --
    Net realized loss on foreign currency transactions
      (Note A)                                                         --            --            --
    Change in net unrealized appreciation (depreciation) of
      investment securities, financial futures contracts,
      option contracts, and translation of assets and
      liabilities in foreign currencies (Note A)                 (197,994)        2,216       (77,830)
                                                             -----------------------------------------
        Net gain (loss) on investments                           (112,238)        3,978       (14,596)
                                                             -----------------------------------------
        Net increase (decrease) in net assets resulting from
          operations                                         $    (93,631) $      4,091  $    (14,015)
                                                             -----------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-37
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                             EQUITY MANAGERS
                                                                                  TRUST
                                                              ---------------------------------------------
                                                                   CENTURY                 FOCUS
                                                                  PORTFOLIO              PORTFOLIO
                                                                 Period from
                                                              December 6, 1999
                                                                (Commencement     Six Months
                                                              of Operations) to     Ended          Year
                                                                February 29,     February 29,     Ended
                                                                    2000             2000       AUGUST 31,
(000'S OMITTED)                                                  (UNAUDITED)     (UNAUDITED)       1999
<S>                                                           <C>                <C>           <C>
                                                              ---------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)                                  $        (4)   $     2,065   $     5,971
    Net realized gain (loss) on investments                                (9)       192,168       203,107
    Change in net unrealized appreciation (depreciation) of
      investments                                                       3,381        122,083       283,206
                                                              ---------------------------------------------
    Net increase (decrease) in net assets resulting from
      operations                                                        3,368        316,316       492,284
                                                              ---------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS:
    Additions                                                          27,703         45,385        50,568
    Reductions                                                           (104)      (178,808)     (313,932)
                                                              ---------------------------------------------
    Net increase (decrease) in net assets resulting from
      transactions in investors' beneficial interests                  27,599       (133,423)     (263,364)
                                                              ---------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS                                  30,967        182,893       228,920
NET ASSETS:
    Beginning of period                                                    --      1,546,398     1,317,478
                                                              ---------------------------------------------
    End of period                                                 $    30,967    $ 1,729,291   $ 1,546,398
                                                              ---------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-38
<PAGE>
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                  GLOBAL MANAGERS
                                                        EQUITY MANAGERS TRUST                          TRUST
                                         -----------------------------------------------------------------------------
                                                  GENESIS                  GUARDIAN                INTERNATIONAL
                                                 PORTFOLIO                 PORTFOLIO                 PORTFOLIO
                                          Six Months                Six Months                Six Months
                                            Ended         Year        Ended         Year        Ended         Year
                                         February 29,    Ended     February 29,    Ended     February 29,    Ended
                                             2000      August 31,      2000      August 31,      2000      August 31,
                                         (UNAUDITED)      1999     (UNAUDITED)      1999     (UNAUDITED)      1999
<S>                                      <C>          <C>          <C>          <C>          <C>          <C>
                                         -----------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)         $     3,614  $    18,739  $    22,997  $    60,087  $      (259) $        96
    Net realized gain (loss) on
      investments                             56,062     (110,390)     353,287      991,845        4,183       11,780
    Change in net unrealized
      appreciation (depreciation) of
      investments                             43,805      413,682     (450,438)     406,548       77,160       12,624
                                         -----------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations       103,481      322,031      (74,154)   1,458,480       81,084       24,500
                                         -----------------------------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
  INTERESTS:
    Additions                                 50,683      528,302       29,766      164,857      129,029       91,521
    Reductions                              (367,463)    (911,584)  (1,008,183)  (2,687,422)     (91,381)    (129,327)
                                         -----------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests    (316,780)    (383,282)    (978,417)  (2,522,565)      37,648      (37,806)
                                         -----------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS       (213,299)     (61,251)  (1,052,571)  (1,064,085)     118,732      (13,306)
NET ASSETS:
    Beginning of period                    1,751,104    1,812,355    4,723,720    5,787,805      114,516      127,822
                                         -----------------------------------------------------------------------------
    End of period                        $ 1,537,805  $ 1,751,104  $ 3,671,149  $ 4,723,720  $   233,248  $   114,516
                                         -----------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-39
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS(Cont'd)
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                 EQUITY MANAGERS TRUST
                                                              -----------------------------------------------------------
                                                                                                    MILLENNIUM
                                                                      MANHATTAN                      PORTFOLIO
                                                                      PORTFOLIO                            Period from
                                                               Six Months                  Six Months   October 20, 1998
                                                                 Ended          Year         Ended        (Commencement
                                                              February 29,     Ended      February 29,  of Operations) to
                                                                  2000       August 31,       2000         August 31,
(000'S OMITTED)                                               (UNAUDITED)       1999      (UNAUDITED)         1999
<S>                                                           <C>           <C>           <C>           <C>
                                                              -----------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)                              $      (720)  $      (502)  $      (356)      $      (186)
    Net realized gain (loss) on investments                        92,655        57,698        24,399             8,249
    Change in net unrealized appreciation (depreciation) of
      investments                                                 463,683       135,208       120,373             6,117
                                                              -----------------------------------------------------------
    Net increase (decrease) in net assets resulting from
      operations                                                  555,618       192,404       144,416            14,180
                                                              -----------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS:
    Additions                                                     122,051        47,432       148,347            57,892
    Reductions                                                    (63,992)     (150,336)      (18,324)           (3,835)
                                                              -----------------------------------------------------------
    Net increase (decrease) in net assets resulting from
      transactions in investors' beneficial interests              58,059      (102,904)      130,023            54,057
                                                              -----------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS                             613,677        89,500       274,439            68,237
NET ASSETS:
    Beginning of period                                           612,859       523,359        68,237                --
                                                              -----------------------------------------------------------
    End of period                                             $ 1,226,536   $   612,859   $   342,676       $    68,237
                                                              -----------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-40
<PAGE>
- ----------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                           EQUITY MANAGERS TRUST
                                          ---------------------------------------------------------------------------------------
                                                                                  REGENCY                       SOCIALLY
                                                   PARTNERS                      PORTFOLIO                     RESPONSIVE
                                                  PORTFOLIO                            Period from             PORTFOLIO
                                           Six Months                  Six Months     June 1, 1999      Six Months
                                             Ended          Year         Ended        (Commencement       Ended          Year
                                          February 29,     Ended      February 29,  of Operations) to  February 29,     Ended
                                              2000       August 31,       2000         August 31,          2000       August 31,
                                          (UNAUDITED)       1999      (UNAUDITED)         1999         (UNAUDITED)       1999
<S>                                       <C>           <C>           <C>           <C>                <C>           <C>
                                          ---------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
    Net investment income (loss)          $    18,607   $    51,968   $       113      $        (7)    $       581   $     2,271
    Net realized gain (loss) on
      investments                              85,756       353,820         1,762               75          63,234        22,484
    Change in net unrealized
      appreciation (depreciation) of
      investments                            (197,994)      531,136         2,216             (518)        (77,830)       81,446
                                          ---------------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations        (93,631)      936,924         4,091             (450)        (14,015)      106,201
                                          ---------------------------------------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
  INTERESTS:
    Additions                                  40,035       230,354        25,452            8,958          21,529        53,231
    Reductions                               (768,848)     (979,875)       (2,705)            (230)       (276,758)      (45,169)
                                          ---------------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests     (728,813)     (749,521)       22,747            8,728        (255,229)        8,062
                                          ---------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS        (822,444)      187,403        26,838            8,278        (269,244)      114,263
NET ASSETS:
    Beginning of period                     3,768,740     3,581,337         8,278               --         397,113       282,850
                                          ---------------------------------------------------------------------------------------
    End of period                         $ 2,946,296   $ 3,768,740   $    35,116      $     8,278     $   127,869   $   397,113
                                          ---------------------------------------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                      C-41
<PAGE>
NOTES TO FINANCIAL STATEMENTS
                                                   February 29, 2000 (Unaudited)
- ----------------------------------------------------------------------
          Equity Managers Trust and Global Managers Trust

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL: Neuberger Berman Century Portfolio ("Century"), Neuberger Berman
   Focus Portfolio ("Focus"), Neuberger Berman Genesis Portfolio ("Genesis"),
   Neuberger Berman Guardian Portfolio ("Guardian"), Neuberger Berman Manhattan
   Portfolio ("Manhattan"), Neuberger Berman Millennium Portfolio
   ("Millennium"), Neuberger Berman Partners Portfolio ("Partners"), Neuberger
   Berman Regency Portfolio ("Regency"), and Neuberger Berman Socially
   Responsive Portfolio ("Socially Responsive") are separate operating series of
   Equity Managers Trust ("Managers Trust"), a New York common law trust
   organized as of December 1, 1992. Neuberger Berman International Portfolio
   ("International") is a separate operating series of Global Managers Trust
   ("Global"), a New York common law trust organized as of March 18, 1994, with
   its principal office in the Cayman Islands. These ten aforementioned series
   are collectively referred to as the "Portfolios." Managers Trust and Global
   (collectively, the "Trusts") are registered as diversified, open-end
   management investment companies under the Investment Company Act of 1940, as
   amended (the "1940 Act"). Century, Millennium, and Regency had no operations
   until December 6, 1999, October 20, 1998, and June 1, 1999, respectively,
   other than matters relating to their organization and registration as series'
   of Managers Trust. Other regulated investment companies sponsored by
   Neuberger Berman Management Inc. ("Management"), whose financial statements
   are not presented herein, also invest in the Trusts. Global currently has
   only one Portfolio.
      The assets of each Portfolio belong only to that Portfolio, and the
   liabilities of each Portfolio are borne solely by that Portfolio and no
   other.
2) PORTFOLIO VALUATION: Investment securities are valued as indicated in the
   notes following the Portfolios' Schedule of Investments.
3) FOREIGN CURRENCY TRANSLATION: The accounting records of the Portfolios are
   maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
   dollars at the current rate of exchange of such currency against the U.S.
   dollar to determine the value of investments, other assets and liabilities.
   Purchase and sale prices of securities, and income and expenses are
   translated into U.S. dollars at the prevailing rate of exchange on the
   respective dates of such transactions.
4) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities transactions are
   recorded on a trade date basis. Dividend income is recorded on the
   ex-dividend date or, for certain foreign dividends, as soon as the Portfolio
   becomes aware of the dividends. Non-cash dividends included in dividend
   income, if any, are

                                      C-42
<PAGE>
   recorded at the fair market value of the securities received. Interest
   income, including accretion of original issue discount, where applicable, and
   accretion of discount on short-term investments, is recorded on the accrual
   basis. Realized gains and losses from securities transactions and foreign
   currency transactions are recorded on the basis of identified cost.
5) TAXES: Managers Trust intends to comply with the requirements of the Internal
   Revenue Code. Each Portfolio of the Trusts also intends to conduct its
   operations so that each of its investors (in the case of Global, its U.S.
   investors) will be able to qualify as a regulated investment company. Each
   Portfolio will be treated as a partnership for U.S. Federal income tax
   purposes and is therefore not subject to U.S. Federal income tax. There is,
   at present, no direct taxation in the Cayman Islands, and therefore interest,
   dividends, and capital gains derived by Global are not subject to taxes in
   that jurisdiction.
6) FOREIGN TAXES: Foreign taxes withheld represent amounts withheld by foreign
   tax authorities, net of refunds recoverable.
7) EXPENSE ALLOCATION: Each Portfolio bears all costs of its operations.
   Expenses incurred by each of the Trusts with respect to any two or more
   Portfolios are allocated in proportion to the net assets of such Portfolios,
   except where a more appropriate allocation of expenses to each Portfolio can
   otherwise be made fairly. Expenses directly attributable to a Portfolio are
   charged to that Portfolio.
8) CALL OPTIONS: Premiums received by each Portfolio upon writing a covered call
   option are recorded in the liability section of each Portfolio's Statement of
   Assets and Liabilities and are subsequently adjusted to the current market
   value. When an option is exercised, closed, or expired, the Portfolio
   realizes a gain or loss and the liability is eliminated. A Portfolio bears
   the risk of a decline in the price of the security during the period,
   although any potential loss during the period would be reduced by the amount
   of the option premium received. In general, written covered call options may
   serve as a partial hedge against decreases in value in the underlying
   securities to the extent of the premium received. All securities covering
   outstanding options are held in escrow by the custodian bank.

   Summary of option transactions for the six months ended February 29, 2000:

<TABLE>
<CAPTION>
                                                    VALUE
                                                    WHEN
FOCUS                                 NUMBER       WRITTEN
<S>                                  <C>         <C>
- ------------------------------------------------------------
CONTRACTS OUTSTANDING 8/31/99          3,000     $  441,000
CONTRACTS WRITTEN                      1,000        434,000
CONTRACTS EXPIRED                     (1,000)      (145,000)
CONTRACTS EXERCISED                        0              0
CONTRACTS CLOSED                      (3,000)      (730,000)
                                     -----------------------
CONTRACTS OUTSTANDING 2/29/00              0     $        0
                                     -----------------------
</TABLE>

                                      C-43
<PAGE>

<TABLE>
<CAPTION>
                                                        VALUE
                                                         WHEN
GUARDIAN                               NUMBER          WRITTEN
<S>                                  <C>             <C>
- -----------------------------------------------------------------
CONTRACTS OUTSTANDING 8/31/99            23,750      $ 15,446,000
CONTRACTS WRITTEN                        67,676        66,353,000
CONTRACTS EXPIRED                          (500)       (2,985,000)
CONTRACTS EXERCISED                      (3,769)       (1,754,000)
CONTRACTS CLOSED                        (83,042)      (74,278,000)
                                     ----------------------------
CONTRACTS OUTSTANDING 2/29/00             4,115      $  2,782,000
                                     ----------------------------
</TABLE>

9) FINANCIAL FUTURES CONTRACTS: Each Portfolio may buy and sell stock index
   futures contracts for purposes of managing cash flow. Century, International,
   Millennium, and Socially Responsive may each buy and sell financial futures
   contracts to hedge against a possible decline in the value of their portfolio
   securities. International may also buy currency futures contracts for
   non-hedging purposes. At the time a Portfolio enters into a financial futures
   contract, it is required to deposit with its custodian a specified amount of
   cash or liquid securities, known as "initial margin," ranging upward from
   1.1% of the value of the financial futures contract being traded. Each day,
   the futures contract is valued at the official settlement price of the board
   of trade or U.S. commodity exchange on which such futures contract is traded.
   Subsequent payments, known as "variation margin," to and from the broker are
   made on a daily basis as the market price of the financial futures contract
   fluctuates. Daily variation margin adjustments, arising from this "mark to
   market," are recorded by the Portfolios as unrealized gains or losses.
      Although some financial futures contracts by their terms call for actual
   delivery or acceptance of financial instruments, in most cases the contracts
   are closed out prior to delivery by offsetting purchases or sales of matching
   financial futures contracts. When the contracts are closed, a Portfolio
   recognizes a gain or loss. Risks of entering into futures contracts include
   the possibility there may be an illiquid market and/or a change in the value
   of the contract may not correlate with changes in the value of the underlying
   securities.
      For U.S. Federal income tax purposes, the futures transactions undertaken
   by a Portfolio may cause that Portfolio to recognize gains or losses from
   marking to market even though its positions have not been sold or terminated,
   may affect the character of the gains or losses recognized as long-term or
   short-term, and may affect the timing of some capital gains and losses
   realized by the Portfolios. Also, a Portfolio's losses on transactions
   involving futures contracts may be deferred rather than being taken into
   account currently in calculating such Portfolio's taxable income.

                                      C-44
<PAGE>
      During the period ended February 29, 2000, Century, Focus, Genesis,
   Manhattan, Millennium, Partners, Regency, and Socially Responsive did not
   enter into any financial futures contracts.
      During the six months ended February 29, 2000, Guardian had entered into
   various financial futures contracts. At February 29, 2000, there were no open
   positions.
      At February 29, 2000, open positions in financial futures contracts for
   International were as follows:

<TABLE>
<CAPTION>
                                                            UNREALIZED
EXPIRATION                OPEN CONTRACTS        POSITION   DEPRECIATION
<S>                  <C>                        <C>        <C>
- -----------------------------------------------------------------------
March 2000           50 SGX Taiwan IX Futures     Long       $10,000
</TABLE>

   At February 29, 2000, International had the following securities deposited in
a segregated account to cover margin requirements on open financial futures
contracts:

<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT                         SECURITY
<S>        <C>
- ------------------------------------------------------------
$250,000   Freddie Mac, Discount Notes, 5.69%, due 3/29/2000
</TABLE>

10) SECURITY LENDING: Securities loans involve certain risks in the event a
    borrower should fail financially, including delays or inability to recover
    the lent securities or foreclose against the collateral. The investment
    manager, under the general supervision of the Trusts' Boards of Trustees,
    monitors the creditworthiness of the parties to whom the Portfolios make
    security loans. The Portfolios will not lend securities on which covered
    call options have been written, or lend securities on terms which would
    prevent each of their investors from qualifying as a regulated investment
    company. The Portfolios entered into a Securities Lending Agreement with
    Morgan Stanley & Co. Incorporated ("Morgan"). The Portfolios receive cash
    collateral equal to at least 100% of the current market value of the loaned
    securities. The Portfolios invest the cash collateral in the N&B Securities
    Lending Quality Fund, LLC ("investment vehicle"), which is managed by State
    Street Bank and Trust Company ("State Street") pursuant to guidelines
    approved by the Trusts' investment manager. Income earned on the investment
    vehicle is paid to Morgan monthly. The Portfolios receive a fee, payable
    monthly, negotiated by the

                                      C-45
<PAGE>
    Portfolios and Morgan, based on the number and duration of the lending
    transactions. At February 29, 2000, the value of the securities loaned and
    the value of the collateral were as follows:

<TABLE>
<CAPTION>
                                        VALUE OF
                                       SECURITIES       VALUE OF
                                         LOANED        COLLATERAL
<S>                                  <C>             <C>
- -------------------------------------------------------------------
CENTURY                              $    2,444,000  $    2,493,000
FOCUS                                     6,756,000       6,891,000
GENESIS                                  46,586,000      47,518,000
GUARDIAN                                 57,176,000      58,320,000
INTERNATIONAL                            11,377,000      11,604,000
MANHATTAN                               214,944,000     219,243,000
MILLENNIUM                               42,375,000      43,223,000
PARTNERS                                 99,406,000     101,395,000
REGENCY                                   1,221,000       1,245,000
SOCIALLY RESPONSIVE                       2,172,000       2,215,000
</TABLE>

11) REPURCHASE AGREEMENTS: Each Portfolio may enter into repurchase agreements
    with institutions that the Portfolio's investment manager has determined are
    creditworthy. Each repurchase agreement is recorded at cost. A Portfolio
    requires that the securities purchased in a repurchase transaction be
    transferred to the custodian in a manner sufficient to enable a Portfolio to
    obtain those securities in the event of a default under the repurchase
    agreement. A Portfolio monitors, on a daily basis, the value of the
    securities transferred to ensure that their value, including accrued
    interest, is greater than amounts owed to a Portfolio under each such
    repurchase agreement.

NOTE B -- MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES:
   Each Portfolio retains Management as its investment manager under a
Management Agreement. For such investment management services, each Portfolio
(except Genesis, International, and Millennium) pays Management a fee at the
annual rate of 0.55% of the first $250 million of that Portfolio's average daily
net assets, 0.525% of the next $250 million, 0.50% of the next $250 million,
0.475% of the next $250 million, 0.45% of the next $500 million, and 0.425% of
average daily net assets in excess of $1.5 billion. Genesis and Millennium pay
Management a fee for investment management services at the annual rate of 0.85%
of the first $250 million of that Portfolio's average daily net assets, 0.80% of
the next $250 million, 0.75% of the next $250 million, 0.70% of the next
$250 million, and 0.65% of average daily net assets in excess of $1 billion.
International pays Management a fee for investment management services at the
annual rate of 0.85% of the first $250 million of that Portfolio's average daily
net

                                      C-46
<PAGE>
assets, 0.825% of the next $250 million, 0.80% of the next $250 million, 0.775%
of the next $250 million, 0.75% of the next $500 million, and 0.725% of average
daily net assets in excess of $1.5 billion.
   Management and Neuberger Berman, LLC ("Neuberger"), a member firm of The New
York Stock Exchange and sub-adviser to each Portfolio, are wholly owned
subsidiaries of Neuberger Berman Inc., a publicly held company. Neuberger is
retained by Management to furnish it with investment recommendations and
research information without added cost to each Portfolio. Several individuals
who are officers and/or trustees of the Trusts are also employees of Neuberger
and/or Management.
   Each Portfolio has an expense offset arrangement in connection with its
custodian contract. The impact of this arrangement, reflected in the Statements
of Operations under the caption Custodian fees, was a reduction of $467, $4,333,
$149, $5,260, $499, $885, $2,294, $10,625, $2,597, and $613, for Century, Focus,
Genesis, Guardian, International, Manhattan, Millennium, Partners, Regency, and
Socially Responsive, respectively.

NOTE C -- SECURITIES TRANSACTIONS:
   During the period ended February 29, 2000, there were purchase and sale
transactions (excluding short-term securities, financial futures contracts, and
option contracts) as follows:

<TABLE>
<CAPTION>
                                       PURCHASES         SALES
<S>                                  <C>             <C>
- -------------------------------------------------------------------
CENTURY                              $   28,844,000  $    3,045,000
FOCUS                                   381,851,000     479,210,000
GENESIS                                 211,484,000     546,464,000
GUARDIAN                              1,725,279,000   2,231,751,000
INTERNATIONAL                            47,152,000      24,545,000
MANHATTAN                               426,433,000     395,770,000
MILLENNIUM                              242,490,000     111,566,000
PARTNERS                              1,678,989,000   2,225,081,000
REGENCY                                  41,276,000      18,795,000
SOCIALLY RESPONSIVE                      94,888,000     326,423,000
</TABLE>

                                      C-47
<PAGE>
   During the period ended February 29, 2000, there were brokerage commissions
on securities paid to Neuberger and other brokers as follows:

<TABLE>
<CAPTION>
                                                         OTHER
                                       NEUBERGER        BROKERS          TOTAL
<S>                                  <C>             <C>             <C>
- -----------------------------------------------------------------------------------
CENTURY                                $   10,000      $    3,000    $       13,000
FOCUS                                     414,000         371,000           785,000
GENESIS                                   410,000         551,000           961,000
GUARDIAN                                2,671,000       1,977,000         4,648,000
INTERNATIONAL                                  --         170,000           170,000
MANHATTAN                                 132,000         301,000           433,000
MILLENNIUM                                 28,000          25,000            53,000
PARTNERS                                  280,000          81,000           361,000
REGENCY                                    52,000          40,000            92,000
SOCIALLY RESPONSIVE                       180,000          82,000           262,000
</TABLE>

NOTE D -- LINE OF CREDIT:
   At February 29, 2000, Genesis, Manhattan, and Millennium were three of the
holders of a single committed, unsecured $100,000,000 line of credit with State
Street, to be used only for temporary or emergency purposes. Interest is charged
on borrowings under this agreement at the overnight Federal Funds Rate plus
0.75% per annum. A facility fee of 0.09% (0.07% prior to October 1, 1999) per
annum of the available line of credit is charged, of which Genesis, Manhattan,
and Millennium each has agreed to pay its pro rata share, based on the ratio of
its individual net assets to the net assets of all the participants at the time
the fee is due and payable. The fee is paid quarterly in arrears. No
compensating balance is required. Other investment companies managed by
Management also participate in this line of credit on the same terms. Because
several investment companies participate, there is no assurance that an
individual Portfolio will have access to the entire $100,000,000 at any
particular time. Genesis, Manhattan, and Millennium had no loans outstanding
pursuant to this line of credit at February 29, 2000. During the six months
ended February 29, 2000, Genesis, Manhattan, and Millennium did not utilize this
line of credit.
   At February 29, 2000, International was one of two holders of a single
$20,000,000 uncommitted, secured line of credit with State Street to be used for
temporary or emergency purposes or for leverage. Interest is charged at LIBOR,
or the overnight Federal Funds Rate, plus a spread to be determined at the time
of borrowing. Another investment company managed by Management also participates
in this line of credit on the same terms. Because another investment company
participates, there is no assurance that an individual Portfolio will have
access to the

                                      C-48
<PAGE>
entire $20,000,000 at any particular time. International had no loans
outstanding pursuant to this line of credit at February 29, 2000, nor had it
utilized this line of credit at any time prior to that date.

NOTE E -- INVESTMENTS IN NON-CONTROLLED AFFILIATES*:

<TABLE>
<CAPTION>
                    FOCUS
                                                 BALANCE OF       GROSS        GROSS        BALANCE OF
                                                 SHARES HELD    PURCHASES      SALES       SHARES HELD        VALUE
                                                 AUGUST 31,        AND          AND        FEBRUARY 29,    FEBRUARY 29,
NAME OF ISSUER:                                     1999        ADDITIONS    REDUCTIONS        2000            2000
- -----------------------------------------------------------------------------------------------------------------------
<S>                                              <C>            <C>          <C>           <C>             <C>
Furniture Brands International                    1,800,000      793,000             0       2,593,000     $41,650,000

Photronics Inc.**                                 1,302,500            0       797,500         505,000      21,494,000
</TABLE>

<TABLE>
<CAPTION>
                   GENESIS
                                                 BALANCE OF       GROSS        GROSS        BALANCE OF
                                                 SHARES HELD    PURCHASES      SALES       SHARES HELD        VALUE
                                                 AUGUST 31,        AND          AND        FEBRUARY 29,    FEBRUARY 29,
NAME OF ISSUER:                                     1999        ADDITIONS    REDUCTIONS        2000            2000
- -----------------------------------------------------------------------------------------------------------------------
<S>                                              <C>            <C>          <C>           <C>             <C>
AAR Corp.                                         1,771,350            0       406,400       1,364,950     $32,418,000

Alliant Techsystems                                 663,200            0       118,000         545,200      29,509,000

Aviall Inc.**                                     1,219,500            0       432,300         787,200       6,445,000

Davox Corp.**                                     1,075,600            0       601,400         474,200      18,138,000
DONCASTERS PLC ADR**                                478,300            0       478,300               0               0

Highland Bancorp                                    331,400            0             0         331,400       5,468,000

Primex Technologies                                 800,400            0        76,700         723,700      15,198,000

SOS Staffing Services                               814,400            0        25,000         789,400       3,947,000
Scottish Annuity & Life Holdings                    857,900       33,600             0         891,500       7,076,000
</TABLE>

 *AFFILIATED ISSUERS, AS DEFINED IN THE 1940 ACT, INCLUDE ISSUERS IN WHICH THE
  PORTFOLIO HELD 5% OR MORE OF THE OUTSTANDING VOTING SECURITIES.
**AT FEBRUARY 29, 2000, THE ISSUERS OF THESE SECURITIES WERE NO LONGER
  AFFILIATED WITH THE PORTFOLIO.

NOTE F -- UNAUDITED FINANCIAL INFORMATION:
   The financial information included in this interim report is taken from the
records of each Portfolio without audit by independent accountants/auditors.
Annual reports contain audited financial statements.

                                      C-49
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Century Portfolio

<TABLE>
<CAPTION>
                                                 Period from
                                             December 6, 1999(1)
                                               to February 29,
                                                    2000
                                                 (UNAUDITED)
<S>                                          <C>
                                             -------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(2)(3)                                1.17%
                                             -------------------
  Net Expenses(3)                                     1.16%
                                             -------------------
  Net Investment Loss(3)                              (.10%)
                                             -------------------
Portfolio Turnover Rate                                 20%
                                             -------------------
Net Assets, End of Period (in millions)              $31.0
                                             -------------------
</TABLE>

1) The date investment operations commenced.

2) The Portfolio is required to calculate an expense ratio without taking into
   consideration any expense reductions related to expense offset arrangements.

3) Annualized.

                                      C-50
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Focus Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                            Year Ended August 31,
                                             (UNAUDITED)       1999         1998         1997         1996         1995
<S>                                          <C>             <C>          <C>          <C>          <C>          <C>
                                             -----------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                  .51%(2)       .51%         .51%         .53%         .54%          --
                                             -----------------------------------------------------------------------------
  Net Expenses                                       .51%(2)       .51%         .51%         .53%         .54%         .57%
                                             -----------------------------------------------------------------------------
  Net Investment Income                              .25%(2)       .37%         .59%         .54%        1.04%        1.05%
                                             -----------------------------------------------------------------------------
Portfolio Turnover Rate                               23%           57%          64%          63%          39%          36%
                                             -----------------------------------------------------------------------------
Net Assets, End of Period (in millions)         $1,729.3      $1,546.4     $1,317.5     $1,573.4     $1,122.4       $969.2
                                             -----------------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

                                      C-51
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Genesis Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                        Year Ended August 31,
                                             (UNAUDITED)       1999        1998        1997       1996       1995
<S>                                          <C>             <C>         <C>         <C>         <C>        <C>
                                             ----------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                 .76%(2)       .75%        .72%        .77%       .85%        --
                                             ----------------------------------------------------------------------
  Net Expenses                                      .76%(2)       .75%        .72%(3)      .77%(3)     .85%(3)     .94%(3)
                                             ----------------------------------------------------------------------
  Net Investment Income                             .45%(2)      1.02%       1.13%        .32%       .27%       .25%
                                             ----------------------------------------------------------------------
Portfolio Turnover Rate                              14%           33%         18%         18%        21%        37%
                                             ----------------------------------------------------------------------
Net Assets, End of Period (in millions)        $1,537.8      $1,751.1    $1,812.4    $1,083.7     $259.9     $142.2
                                             ----------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

3) Had the investment manager not waived a portion of the management fee, the
   annualized ratios of net expenses to average daily net assets would have
   been:

<TABLE>
<CAPTION>
                                 YEAR ENDED AUGUST 31,
                         1998       1997       1996       1995
<S>                    <C>        <C>        <C>        <C>
- ----------------------------------------------------------------
Net Expenses             .74%       .87%       .95%       .97%
</TABLE>

                                      C-52
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Guardian Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                            Year Ended August 31,
                                             (UNAUDITED)       1999         1998         1997         1996         1995
<S>                                          <C>             <C>          <C>          <C>          <C>          <C>
                                             -----------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                  .47%(2)       .46%         .46%         .46%         .46%          --
                                             -----------------------------------------------------------------------------
  Net Expenses                                       .47%(2)       .46%         .46%         .46%         .46%         .48%
                                             -----------------------------------------------------------------------------
  Net Investment Income                             1.06%(2)      1.06%         .92%         .89%        1.72%        1.72%
                                             -----------------------------------------------------------------------------
Portfolio Turnover Rate                               42%           73%          60%          50%          37%          26%
                                             -----------------------------------------------------------------------------
Net Assets, End of Period (in millions)         $3,671.1      $4,723.7     $5,787.8     $8,758.2     $6,232.5     $4,613.2
                                             -----------------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

                                      C-53
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          International Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                       Year Ended August 31,
                                             (UNAUDITED)      1999       1998       1997       1996       1995
<S>                                          <C>             <C>        <C>        <C>        <C>        <C>
                                             -------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                1.03%(2)     1.11%      1.18%      1.21%      1.37%        --
                                             -------------------------------------------------------------------
  Net Expenses                                     1.03%(2)     1.10%      1.18%      1.21%      1.37%(3)     .70%(3)
                                             -------------------------------------------------------------------
  Net Investment Income (Loss)                     (.32%)(2)     .08%       .29%       .47%       .58%      1.74%
                                             -------------------------------------------------------------------
Portfolio Turnover Rate                              16%          94%        46%        37%        45%        41%
                                             -------------------------------------------------------------------
Net Assets, End of Period (in millions)          $233.2       $114.5     $127.8     $115.3      $57.0      $26.4
                                             -------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

3) After reimbursement of expenses by the investment adviser. Had the investment
   adviser not undertaken such action, the annualized ratios of net expenses to
   average daily net assets would have been:

<TABLE>
<CAPTION>
                                     YEAR ENDED
                                     AUGUST 31,
                                   1996       1995
<S>                              <C>        <C>
- ----------------------------------------------------
Net Expenses                      1.49%      2.24%
</TABLE>

                                      C-54
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Manhattan Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                       Year Ended August 31,
                                             (UNAUDITED)      1999       1998       1997       1996       1995
<S>                                          <C>             <C>        <C>        <C>        <C>        <C>
                                             -------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                 .56%(2)      .58%       .57%       .59%       .58%        --
                                             -------------------------------------------------------------------
  Net Expenses                                      .56%(2)      .58%       .57%       .59%       .58%       .59%
                                             -------------------------------------------------------------------
  Net Investment Income (Loss)                     (.18%)(2)    (.08%)     (.05%)      .20%       .13%       .42%
                                             -------------------------------------------------------------------
Portfolio Turnover Rate                              51%         115%        90%        89%        53%        44%
                                             -------------------------------------------------------------------
Net Assets, End of Period (in millions)        $1,226.5       $612.9     $523.4     $621.7     $567.4     $645.4
                                             -------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

                                      C-55
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Millennium Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended            Period from
                                             February 29,    October 20, 1998(1)
                                                 2000           to August 31,
                                             (UNAUDITED)            1999
<S>                                          <C>             <C>
                                             -----------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(2)(3)                              .95%              1.20%
                                             -----------------------------------
  Net Expenses(3)                                   .95%              1.19%
                                             -----------------------------------
  Net Investment Loss(3)                           (.46%)             (.67%)
                                             -----------------------------------
Portfolio Turnover Rate                              71%               208%
                                             -----------------------------------
Net Assets, End of Period (in millions)          $342.7              $68.2
                                             -----------------------------------
</TABLE>

1) The date investment operations commenced.

2) The Portfolio is required to calculate an expense ratio without taking into
   consideration any expense reductions related to expense offset arrangements.

3) Annualized.

                                      C-56
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Partners Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                            Year Ended August 31,
                                             (UNAUDITED)       1999         1998         1997         1996         1995
<S>                                          <C>             <C>          <C>          <C>          <C>          <C>
                                             -----------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                  .47%(2)       .47%         .47%         .48%         .51%          --
                                             -----------------------------------------------------------------------------
  Net Expenses                                       .47%(2)       .47%         .47%         .48%         .51%         .53%
                                             -----------------------------------------------------------------------------
  Net Investment Income                             1.08%(2)      1.29%        1.11%        1.05%        1.26%        1.13%
                                             -----------------------------------------------------------------------------
Portfolio Turnover Rate                               50%          132%         109%          77%          96%          98%
                                             -----------------------------------------------------------------------------
Net Assets, End of Period (in millions)         $2,946.3      $3,768.7     $3,581.3     $3,575.6     $1,999.6     $1,623.5
                                             -----------------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

                                      C-57
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Regency Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended          Period from
                                             February 29,    June 1, 1999(1)
                                                 2000         to August 31,
                                             (UNAUDITED)          1999
<S>                                          <C>             <C>
                                             -------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(2)(3)                              .84%            2.65%
                                             -------------------------------
  Net Expenses(3)                                   .82%            2.64%
                                             -------------------------------
  Net Investment Income (Loss)(3)                   .77%            (.48%)
                                             -------------------------------
Portfolio Turnover Rate                              68%              42%
                                             -------------------------------
Net Assets, End of Period (in millions)           $35.1             $8.3
                                             -------------------------------
</TABLE>

1) The date investment operations commenced.

2) The Portfolio is required to calculate an expense ratio without taking into
   consideration any expense reductions related to expense offset arrangements.

3) Annualized.

                                      C-58
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger Berman
- --------------------------------------------------------------------------------
          Socially Responsive Portfolio

<TABLE>
<CAPTION>
                                              Six Months
                                                Ended
                                             February 29,
                                                 2000                       Year Ended August 31,
                                             (UNAUDITED)      1999       1998       1997       1996       1995
<S>                                          <C>             <C>        <C>        <C>        <C>        <C>
                                             -------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS:
  Gross Expenses(1)                                 .63%(2)      .59%       .60%       .63%       .65%        --
                                             -------------------------------------------------------------------
  Net Expenses                                      .63%(2)      .59%       .60%       .63%       .65%       .68%
                                             -------------------------------------------------------------------
  Net Investment Income                             .48%(2)      .63%       .92%      1.08%      1.02%      1.18%
                                             -------------------------------------------------------------------
Portfolio Turnover Rate                              41%          53%        47%        51%        53%        58%
                                             -------------------------------------------------------------------
Net Assets, End of Period (in millions)          $127.9       $397.1     $282.9     $256.3     $158.5      $96.7
                                             -------------------------------------------------------------------
</TABLE>

1) For fiscal periods ending after September 1, 1995, the Portfolio is required
   to calculate an expense ratio without taking into consideration any expense
   reductions related to expense offset arrangements.

2) Annualized.

                                      C-59
<PAGE>
DIRECTORY

INVESTMENT MANAGER, ADMINISTRATOR
AND DISTRIBUTOR
Neuberger Berman Management Inc.
605 Third Avenue 2nd Floor
New York, NY 10158-0180
800.877.9700 or 212.476.8800
Institutional Services 800.366.6264

SUB-ADVISER
Neuberger Berman, LLC
605 Third Avenue
New York, NY 10158-3698

CUSTODIAN AND SHAREHOLDER
SERVICING AGENT
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110

ADDRESS CORRESPONDENCE TO:
Neuberger Berman Funds
Boston Service Center
P.O. Box 8403
Boston, MA 02266-8403

LEGAL COUNSEL
Kirkpatrick & Lockhart LLP
1800 Massachusetts Avenue, NW
2nd Floor
Washington, DC 20036-1800

- -C- 2000 Neuberger Berman Management Inc.

                                      D-1
<PAGE>
OFFICERS AND TRUSTEES

EQUITY MANAGERS TRUST/
NEUBERGER BERMAN EQUITY FUNDS
Peter E. Sundman
 CHAIRMAN OF THE BOARD AND TRUSTEE
Michael M. Kassen
 PRESIDENT AND TRUSTEE
Faith Colish
 TRUSTEE
Howard A. Mileaf
 TRUSTEE
Edward I. O'Brien
 TRUSTEE
John T. Patterson, Jr.
 TRUSTEE
John P. Rosenthal
 TRUSTEE
Cornelius T. Ryan
 TRUSTEE
Gustave H. Shubert
 TRUSTEE
Daniel J. Sullivan
 VICE PRESIDENT
Michael J. Weiner
 VICE PRESIDENT
Richard Russell
 TREASURER
Claudia A. Brandon
 SECRETARY
Barbara DiGiorgio
 ASSISTANT TREASURER
Celeste Wischerth
 ASSISTANT TREASURER
Stacy Cooper-Shugrue
 ASSISTANT SECRETARY
C. Carl Randolph
 ASSISTANT SECRETARY
GLOBAL MANAGERS TRUST
Peter E. Sundman
 CHAIRMAN OF THE BOARD AND TRUSTEE
Michael M. Kassen
 PRESIDENT
Howard A. Mileaf
 TRUSTEE
John T. Patterson, Jr.
 TRUSTEE
John P. Rosenthal
 TRUSTEE
Daniel J. Sullivan
 VICE PRESIDENT
Michael J. Weiner
 VICE PRESIDENT
Richard Russell
 TREASURER
Claudia A. Brandon
 SECRETARY
Barbara DiGiorgio
 ASSISTANT TREASURER
Jacqueline Henning
 ASSISTANT TREASURER
Celeste Wischerth
 ASSISTANT TREASURER
Stacy Cooper-Shugrue
 ASSISTANT SECRETARY
Lenore Joan McCabe
 ASSISTANT SECRETARY
C. Carl Randolph
 ASSISTANT SECRETARY

                                      D-2
<PAGE>




            Statistics and projections in this report are derived from sources
            deemed to be reliable but cannot be regarded as a representation of
            future results of the Funds. This report is prepared for the
            general information of shareholders and is not an offer of shares
            of the Funds. Shares are sold only through the currently
            effective prospectus, which must precede or accompany this report.




  NEUBERGER BERMAN

            NEUBERGER BERMAN MANAGEMENT INC.
            605 Third Avenue 2nd Floor
            New York, NY 10158-0180
            SHAREHOLDER SERVICES
            800.877.9700
            INSTITUTIONAL SERVICES
            800.366.6264
            WWW.NBFUNDS.COM







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